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Master Reseller Agreement
"I need a Master Reseller Agreement for my software company to appoint an Indonesian reseller who will distribute our cloud-based accounting software and manage sub-resellers across Java and Sumatra, with the agreement to commence in January 2025."
1. Parties: Identification of the supplier/principal and the master reseller, including registration details required under Indonesian law
2. Background: Context of the agreement and brief description of the business relationship
3. Definitions: Key terms used throughout the agreement, including Products, Territory, and specific Indonesian legal terms
4. Appointment and Territory: Scope of reseller appointment, territory definition, and any exclusivity provisions
5. Term and Renewal: Duration of the agreement and conditions for renewal
6. Reseller Obligations: Core responsibilities of the reseller, including sales targets, marketing requirements, and compliance obligations
7. Supplier Obligations: Responsibilities of the supplier including product supply, support, and training
8. Ordering and Delivery: Procedures for ordering, minimum purchase requirements, and delivery terms
9. Prices and Payment: Pricing structure, payment terms, and currency provisions
10. Intellectual Property Rights: Usage rights for trademarks, brands, and other IP, complying with Indonesian IP law
11. Sub-Resellers: Terms governing the appointment and management of sub-resellers
12. Warranties and Indemnities: Product warranties and mutual indemnification provisions
13. Confidentiality: Protection of confidential information and trade secrets
14. Termination: Grounds for termination and post-termination obligations
15. Governing Law and Dispute Resolution: Indonesian law as governing law and dispute resolution mechanisms
1. Non-Compete: Restrictions on competing activities, optional based on business relationship and enforceability under Indonesian law
2. Marketing and Promotion: Detailed marketing obligations and cost-sharing arrangements, if applicable
3. Training Requirements: Specific training obligations and certification requirements, if needed for technical products
4. Customer Support: Detailed customer support obligations, necessary for technical products or services
5. Insurance: Specific insurance requirements, important for high-value or high-risk products
6. Data Protection: Specific data protection obligations, necessary if handling personal data
7. Import/Export: Provisions for international trade, required if cross-border sales are involved
8. Force Majeure: Provisions for unforeseen circumstances, recommended for long-term agreements
9. Anti-Corruption: Specific anti-corruption provisions, important for international businesses
10. Local Content Requirements: Provisions addressing Indonesian local content requirements, if applicable to the industry
1. Products and Price List: Detailed list of products and pricing structure
2. Territory Definition: Detailed description of geographic territory and any exclusions
3. Performance Targets: Specific sales targets and performance metrics
4. Service Level Agreement: Detailed service levels and support requirements
5. Brand Guidelines: Guidelines for use of supplier's trademarks and branding
6. Sub-Reseller Terms: Standard terms for appointment of sub-resellers
7. Technical Requirements: Technical specifications and certification requirements
8. Reporting Templates: Standard formats for required reports and notifications
9. Compliance Requirements: Detailed compliance requirements under Indonesian law
10. Commission Structure: Detailed commission calculations and payment terms
Authors
Applicable Laws
Approved Sub-Resellers
Authorized Purpose
Business Day
Confidential Information
Customer
Delivery Point
Effective Date
End User
Force Majeure Event
Initial Term
Intellectual Property Rights
License
Minimum Purchase Commitment
Net Sales
Order
Performance Targets
Products
Principal
Purchase Price
Quarter
Renewal Term
Resale Price
Reseller
Reseller Network
Services
Specification
Sub-Reseller Agreement
Supplier
Supply Terms
Territory
Trademarks
Training Materials
Working Hours
Year
Marketing Materials
Quality Standards
Reporting Period
Revenue Share
Service Level Requirements
Technical Documentation
Term
Trade Control Laws
Warranty Period
Territory and Exclusivity
Term and Renewal
Supply and Delivery
Pricing and Payment
Performance Obligations
Sub-Reseller Appointment
Marketing and Promotion
Training and Support
Intellectual Property
Confidentiality
Data Protection
Warranties
Indemnification
Liability Limitation
Insurance
Compliance
Anti-Corruption
Record Keeping
Audit Rights
Force Majeure
Termination
Post-Termination Obligations
Non-Competition
Assignment
Notices
Governing Law
Dispute Resolution
Entire Agreement
Severability
Amendments
Waiver
Relationship of Parties
Third Party Rights
Counterparts
Language
Tax
Import/Export Compliance
Product Returns
Quality Control
Reporting Requirements
Technology and Software
Electronics and Hardware
Telecommunications
Industrial Equipment
Consumer Goods
Automotive Parts
Medical Devices
Building Materials
Chemical Products
Agricultural Products
Legal
Sales
Commercial
Operations
Supply Chain
Compliance
Finance
Business Development
Partner Relations
Contract Administration
Chief Commercial Officer
Sales Director
Business Development Manager
Channel Manager
Legal Counsel
Compliance Officer
Commercial Director
Operations Manager
Supply Chain Manager
Contract Administrator
Regional Sales Manager
Distribution Manager
Partner Relations Manager
Chief Executive Officer
Chief Legal Officer
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