Sales Partner Agreement for Malaysia

Sales Partner Agreement Template for Malaysia

A comprehensive legal agreement governed by Malaysian law that establishes and regulates the relationship between a principal company and its sales partner. The document outlines the terms and conditions for the sale and promotion of products or services, including territory rights, commission structures, performance requirements, and compliance with local regulations. It incorporates essential elements of Malaysian commercial law, including the Contracts Act 1950 and Competition Act 2010, while providing clear guidelines for both parties' rights, obligations, and operational procedures.

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What is a Sales Partner Agreement?

The Sales Partner Agreement is a crucial document for businesses operating in Malaysia who wish to expand their sales reach through partnership arrangements. This agreement is particularly relevant for companies seeking to establish structured sales relationships while maintaining compliance with Malaysian legal requirements. It defines the framework for appointment of sales partners, whether exclusive or non-exclusive, and covers essential aspects such as territory rights, commission structures, performance targets, and compliance obligations. The document is designed to protect both parties' interests while ensuring alignment with Malaysian commercial law, including the Contracts Act 1950, Competition Act 2010, and relevant sector-specific regulations. This agreement type is commonly used when companies want to expand their market presence without establishing their own direct sales force, or when entering new territories within Malaysia through local partners.

What sections should be included in a Sales Partner Agreement?

1. Parties: Identification of the principal company and the sales partner with full legal names and registration details

2. Background: Context of the agreement, brief description of the business relationship and parties' objectives

3. Definitions: Defined terms used throughout the agreement including Products, Territory, Intellectual Property, and other key terms

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

5. Rights and Obligations: Detailed responsibilities of both parties, including sales targets, reporting requirements, and support services

6. Commission Structure: Payment terms, commission rates, calculation methods, and payment schedules

7. Intellectual Property: Usage rights for trademarks, branding guidelines, and IP protection measures

8. Confidentiality: Protection of confidential information and trade secrets

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

10. Post-Termination: Obligations and restrictions after agreement ends

11. Governing Law and Jurisdiction: Malaysian law as governing law and jurisdiction for dispute resolution

What sections are optional to include in a Sales Partner Agreement?

1. Minimum Performance Requirements: Specific sales targets and consequences of non-achievement - include when performance benchmarks are crucial

2. Training and Support: Details of training programs and ongoing support - include for complex products or services

3. Insurance: Insurance requirements and coverage levels - include for high-risk products or services

4. Data Protection: Detailed PDPA compliance requirements - include when significant customer data handling is involved

5. Non-Compete: Competition restrictions during and after the agreement - include when protecting market position is crucial

6. Marketing and Promotion: Marketing requirements and cost-sharing arrangements - include when joint marketing is significant

7. Audit Rights: Rights to audit sales partner's records - include for high-value or complex commission structures

What schedules should be included in a Sales Partner Agreement?

1. Schedule 1 - Products: List of products/services covered by the agreement with descriptions and specifications

2. Schedule 2 - Territory: Detailed description of geographical territory and any excluded areas

3. Schedule 3 - Commission Rates: Detailed commission structure, rates, and calculation examples

4. Schedule 4 - Performance Targets: Specific sales targets and performance metrics

5. Schedule 5 - Reporting Templates: Standard forms for sales reports and performance tracking

6. Schedule 6 - Brand Guidelines: Detailed guidelines for use of trademarks and marketing materials

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

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

Jurisdiction

Malaysia

Publisher

Genie AI

Document Type

Sales Contract

Sector

Sales

Cost

Free to use
Relevant legal definitions
Clauses
Relevant Industries

Technology and Software

Manufacturing

Consumer Goods

Industrial Equipment

Healthcare Products

Automotive

Electronics

Telecommunications

Professional Services

Food and Beverage

Construction Materials

Chemical Products

Relevant Teams

Legal

Sales

Business Development

Compliance

Finance

Operations

Commercial

Partner Relations

Contract Administration

Relevant Roles

Sales Director

Business Development Manager

Commercial Director

Legal Counsel

Compliance Officer

Sales Operations Manager

Channel Manager

Partnership Manager

Regional Sales Manager

Chief Commercial Officer

Managing Director

Contract 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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