Sole Distributor Contract Template for Indonesia

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Key Requirements PROMPT example:

Sole Distributor Contract

"I need a Sole Distributor Contract under Indonesian law for my medical device manufacturing company to appoint an exclusive distributor in Jakarta, with the agreement starting January 2025 and including strict quality control and regulatory compliance provisions."

Document background

The Sole Distributor Contract is essential for businesses seeking to establish exclusive distribution channels in Indonesia. This document is particularly relevant when a manufacturer or supplier wants to grant exclusive rights to a single distributor to sell and market their products within specified Indonesian territories. It must comply with Indonesian trade regulations, particularly Law No. 7 of 2014 on Trade and related ministerial regulations governing distribution arrangements. The agreement typically includes provisions for exclusivity, territory definitions, performance requirements, product handling, and compliance with local regulations. It's commonly used for market entry strategies, establishing local presence, and managing distribution networks while ensuring compliance with Indonesian competition laws and commercial regulations.

Suggested Sections

1. Parties: Identification of the supplier/manufacturer and the appointed distributor

2. Background: Context of the agreement and brief description of the parties' businesses

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

4. Appointment and Territory: Exclusive appointment of distributor and definition of territorial scope

5. Term and Renewal: Duration of the agreement and conditions for renewal

6. Products: Detailed description of products covered by the distribution agreement

7. Rights and Obligations of Distributor: Core responsibilities including marketing, sales targets, and service standards

8. Rights and Obligations of Supplier: Supplier's commitments regarding product supply, support, and training

9. Prices and Payment Terms: Pricing structure, payment conditions, and currency specifications

10. Ordering and Delivery: Procedures for ordering, minimum orders, and delivery terms

11. Quality Control and Standards: Product quality requirements and compliance with Indonesian standards

12. Intellectual Property Rights: Usage rights for trademarks, patents, and other IP

13. Confidentiality: Protection of confidential information and trade secrets

14. Non-Competition: Competition restrictions in compliance with Indonesian law

15. Termination: Grounds and procedures for termination

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

Optional Sections

1. Marketing and Promotion: Detailed marketing requirements and cost-sharing arrangements - include if specific marketing obligations exist

2. After-Sales Service: Service and warranty obligations - include for technical or complex products

3. Training Requirements: Staff training obligations - include for technical products or where specific expertise is required

4. Insurance: Insurance requirements - include for high-value products or where specific risks exist

5. Force Majeure: Provisions for unforeseen circumstances - recommended for long-term agreements

6. Anti-Corruption Compliance: Specific anti-corruption provisions - include when dealing with government sectors or high-risk markets

7. Data Protection: Data handling and privacy requirements - include if personal data processing is involved

8. Import/Export Compliance: Specific provisions for international trade compliance - include for cross-border distribution

Suggested Schedules

1. Product List and Specifications: Detailed list of products, specifications, and technical requirements

2. Price List: Current prices and discount structures

3. Territory Map: Detailed definition of the geographical territory

4. Performance Targets: Annual sales targets and performance metrics

5. Technical Requirements: Technical specifications and compliance requirements

6. Service Level Agreement: Detailed service standards and response times

7. Marketing Guidelines: Brand guidelines and marketing requirements

8. Warranty Terms: Detailed warranty terms and procedures

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

alex.den.21@genieai.co

Relevant legal definitions

Clauses

Relevant Industries

Consumer Goods

Electronics

Automotive

Pharmaceuticals

Food and Beverage

Industrial Equipment

Cosmetics

Medical Devices

Machinery

Chemical Products

Telecommunications

Fashion and Apparel

Construction Materials

Agricultural Products

Relevant Teams

Legal

Commercial

Sales

Operations

Supply Chain

Compliance

Business Development

Distribution

International Trade

Contract Management

Relevant Roles

Commercial Director

Sales Director

Business Development Manager

Legal Counsel

Supply Chain Manager

Operations Director

Country Manager

Distribution Manager

Compliance Officer

Contract Manager

Regional Sales Manager

General Manager

Chief Executive Officer

Chief Commercial Officer

Import/Export Manager

Find the exact document you need

Distribution Agreement Between A Supplier And A Retailer

An Indonesian law-governed agreement establishing terms and conditions for product distribution between a supplier and retailer in Indonesia.

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Let's create your Sole Distributor Contract

Authors

Alex Denne

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