Non Exclusive Agency Agreement Template for Indonesia

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Key Requirements PROMPT example:

Non Exclusive Agency Agreement

"I need a Non Exclusive Agency Agreement for my Singapore-based technology company to appoint an Indonesian agent to sell our software products in Jakarta and Surabaya, starting March 2025, with quarterly sales targets and a 15% commission structure."

Document background
The Non Exclusive Agency Agreement is a crucial commercial document used when a company (principal) wishes to appoint an agent to represent their interests in Indonesia while maintaining the flexibility to work with multiple agents. This agreement is particularly relevant for businesses expanding their market presence in Indonesia through local representatives, while ensuring compliance with Indonesian agency laws and regulations. The document addresses key aspects such as commission structures, territory definitions, performance metrics, and reporting requirements, all within the framework of Indonesian commercial law. It's especially important for foreign companies entering the Indonesian market, as it must comply with specific local regulations including the Indonesian Civil Code (KUHPer) and relevant Ministry of Trade regulations governing agency relationships. The non-exclusive nature of the agreement provides the principal with strategic flexibility while clearly defining the agent's rights and expectations.
Suggested Sections

1. Parties: Identification of the Principal and Agent with complete legal names and addresses

2. Background: Context of the agreement, business relationship, and intention to create non-exclusive agency arrangement

3. Definitions: Key terms used throughout the agreement including Territory, Products/Services, Commission, etc.

4. Appointment and Scope: Clear statement of non-exclusive appointment and detailed scope of agent's authority

5. Term and Termination: Duration of agreement, renewal provisions, and grounds for termination

6. Agent's Rights and Obligations: Detailed responsibilities, performance standards, and reporting requirements

7. Principal's Rights and Obligations: Support to be provided, supply commitments, and information sharing requirements

8. Commission Structure: Calculation method, payment terms, and conditions for commission

9. Non-Exclusivity Provisions: Explicit terms regarding non-exclusive nature and rights of principal to appoint other agents

10. Intellectual Property: Usage rights and restrictions regarding principal's trademarks and other IP

11. Confidentiality: Protection of confidential information and trade secrets

12. Governing Law and Dispute Resolution: Application of Indonesian law and dispute resolution mechanisms

13. General Provisions: Standard boilerplate clauses including notices, amendments, and severability

Optional Sections

1. Minimum Performance Requirements: Include when specific sales targets or performance metrics are required

2. Territory Restrictions: Add when geographical limitations need to be specifically defined

3. Sub-Agency Rights: Include if the agent may be permitted to appoint sub-agents

4. Insurance Requirements: Add when specific insurance coverage is required from the agent

5. Data Protection: Include when personal data processing is involved in the agency activities

6. Force Majeure: Add when specific force majeure provisions are needed beyond standard provisions

7. Non-Compete: Include when post-termination competition restrictions are required

8. Training and Support: Add when specific training obligations are part of the relationship

Suggested Schedules

1. Schedule 1 - Products/Services: Detailed list of products or services covered by the agency agreement

2. Schedule 2 - Commission Structure: Detailed breakdown of commission rates, calculation methods, and examples

3. Schedule 3 - Territory Definition: Detailed description or map of the geographical territory covered

4. Schedule 4 - Performance Metrics: Specific KPIs, targets, and measurement criteria

5. Schedule 5 - Reporting Templates: Standard forms for regular reporting requirements

6. Schedule 6 - Principal's Trademarks: List of trademarks and usage guidelines

7. Appendix A - Operating Procedures: Detailed operational procedures and requirements

8. Appendix B - Required Certifications: List of required licenses, permits, and certifications

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

Manufacturing

Consumer Goods

Technology

Pharmaceuticals

Industrial Products

Automotive

Fashion and Retail

Food and Beverage

Electronics

Construction Materials

Agricultural Products

Chemical Products

Medical Devices

Telecommunications

Professional Services

Relevant Teams

Legal

Commercial

Sales

Business Development

Compliance

Operations

Marketing

Distribution

Partner Relations

International Business

Contract Administration

Relevant Roles

Chief Executive Officer

Commercial Director

Sales Director

Business Development Manager

Legal Counsel

Contracts Manager

Sales Manager

Channel Manager

Regional Director

Country Manager

Compliance Officer

Chief Operating Officer

Marketing Director

Distribution Manager

Partner Relations Manager

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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