Non Exclusive Sales Representative Agreement Template for Indonesia

The Non-Exclusive Sales Representative Agreement is essential for businesses seeking to expand their market presence in Indonesia through independent sales representatives while maintaining flexibility in their distribution strategy. This document is particularly relevant when a company wants to test new markets or maintain multiple sales channels without committing to exclusive arrangements. The agreement, governed by Indonesian law, includes crucial provisions for commission structures, performance metrics, territory definitions, and compliance with local regulations. It's designed to protect the principal's interests while providing clear guidelines for the representative's activities. The non-exclusive nature allows the principal to appoint other representatives or sell directly in the same territory, making it suitable for companies with diverse distribution strategies. This agreement type is commonly used by foreign companies entering the Indonesian market and local companies expanding their domestic presence.

1. Parties: Identification of the principal company and the sales representative, including complete legal names and addresses

2. Background: Context of the agreement, brief description of the principal's business, and purpose of appointing a sales representative

3. Definitions: Definitions of key terms used throughout the agreement, including 'Territory', 'Products', 'Customers', 'Commission', etc.

4. Appointment and Scope: Clear statement of non-exclusive appointment, definition of territory, and scope of representative's authority

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

6. Representative's Rights and Obligations: Detailed responsibilities, performance expectations, reporting requirements, and compliance obligations

7. Principal's Rights and Obligations: Support to be provided, training, marketing materials, and other obligations of the principal

8. Commission Structure: Commission rates, calculation method, payment terms, and conditions for commission eligibility

9. Non-Competition and Confidentiality: Confidentiality obligations and any restrictions on competing activities

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

11. Relationship of Parties: Clear statement that representative is an independent contractor, not an employee

12. Governing Law and Dispute Resolution: Specification of Indonesian law as governing law and dispute resolution mechanisms

13. General Provisions: Standard clauses including force majeure, notices, amendments, and assignment