Dealer Agreement Template for Indonesia

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Key Requirements PROMPT example:

Dealer Agreement

"Need a Dealer Agreement for my technology company to appoint an exclusive dealer in Jakarta for distribution of our software products, including online distribution rights and technical support requirements, to commence from March 2025."

Document background
The Dealer Agreement is a crucial document for businesses seeking to establish or maintain distribution networks in Indonesia. It is particularly relevant for companies expanding their market presence through local dealers in Southeast Asia's largest economy. The agreement must comply with Indonesian legal requirements, including the Civil Code, Trade Law, and various commercial regulations. This document type is essential when a principal (manufacturer or primary distributor) wants to appoint a dealer to sell, distribute, and sometimes service their products in specific Indonesian territories. The agreement covers vital aspects such as appointment terms, territorial rights, performance requirements, product handling, pricing structures, and compliance with local regulations. A well-structured Dealer Agreement helps prevent disputes by clearly defining roles, responsibilities, and expectations while ensuring compliance with Indonesian legal requirements for distribution arrangements.
Suggested Sections

1. Parties: Identification of the Principal and Dealer, including full legal names, registration numbers, and addresses

2. Background: Context of the agreement, brief description of the parties' businesses, and purpose of the dealership arrangement

3. Definitions: Definitions of key terms used throughout the agreement

4. Appointment and Territory: Terms of dealer appointment, territory definition, and exclusivity/non-exclusivity provisions

5. Rights and Obligations of Dealer: Comprehensive listing of dealer's responsibilities, performance requirements, and authorized activities

6. Rights and Obligations of Principal: Principal's commitments, support provisions, and responsibilities to the dealer

7. Products and Pricing: Description of products covered, pricing mechanisms, and price change procedures

8. Orders and Delivery: Procedures for ordering, delivery terms, and logistics arrangements

9. Payment Terms: Payment conditions, credit terms, and financial arrangements

10. Intellectual Property: Usage rights and restrictions regarding trademarks, logos, and other IP

11. Confidentiality: Protection of confidential information and trade secrets

12. Term and Termination: Duration of agreement, renewal terms, and termination conditions

13. Post-Termination: Obligations and procedures following agreement termination

14. Governing Law: Specification of Indonesian law as governing law and jurisdiction

15. Dispute Resolution: Procedures for handling disputes, including mediation and arbitration provisions

16. General Provisions: Standard boilerplate clauses including force majeure, notices, and amendments

Optional Sections

1. Marketing and Promotion: Specific requirements for marketing activities and cost sharing - include when dealer has significant marketing responsibilities

2. Training Requirements: Detailed training obligations and procedures - include when products require specialized knowledge

3. Performance Targets: Specific sales targets and performance metrics - include when implementing performance-based arrangements

4. After-Sales Service: Service and warranty obligations - include for technical or durable products

5. Insurance Requirements: Specific insurance coverage requirements - include for high-value products or high-risk activities

6. Digital Platforms: Online sales and platform requirements - include when e-commerce is part of the business model

7. Compliance with Anti-Corruption Laws: Specific anti-corruption provisions - include when dealing with government contacts or high-risk sectors

8. Environmental Compliance: Environmental standards and requirements - include for products with environmental impact

9. Sub-Dealers: Rules for appointing sub-dealers - include when sub-dealer arrangements are permitted

Suggested Schedules

1. Product List and Pricing Schedule: Detailed list of products, prices, and dealer margins

2. Territory Map and Description: Detailed description and/or map of the authorized territory

3. Performance Criteria: Detailed performance targets, evaluation criteria, and measurement methods

4. Technical Requirements: Technical specifications, facilities, and equipment requirements

5. Trademark Usage Guidelines: Detailed guidelines for use of principal's trademarks and branding

6. Standard Operating Procedures: Detailed operational procedures and requirements

7. Service Level Requirements: Specific service standards and response time requirements

8. Warranty Terms: Detailed warranty terms and procedures

9. Commission Structure: Detailed commission calculations and payment structures

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Automotive

Electronics

Industrial Equipment

Consumer Goods

Technology Products

Agricultural Equipment

Construction Equipment

Medical Devices

Telecommunications

Home Appliances

Machinery

Pharmaceuticals

Software and IT

Retail

Manufacturing

Relevant Teams

Legal

Sales

Commercial

Operations

Business Development

Compliance

Supply Chain

Distribution

Procurement

Contract Management

Regional Management

Channel Management

Corporate Affairs

Risk Management

Strategy

Relevant Roles

Chief Executive Officer

Commercial Director

Sales Director

Business Development Manager

Legal Counsel

Compliance Officer

Operations Manager

Distribution Manager

Territory Manager

Channel Partner Manager

Contract Manager

Supply Chain Manager

Regional Sales Manager

Chief Operating Officer

Procurement Manager

General Manager

Country Manager

Dealer Development Manager

Sales Operations Manager

Legal Director

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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