Sub Agent Contract for Malaysia

Sub Agent Contract Template for Malaysia

A Sub Agent Contract governed by Malaysian law establishes a three-way relationship between a Principal Company, Main Agent, and Sub Agent. This agreement defines the terms under which the Sub Agent is appointed to act on behalf of the Main Agent in representing the Principal's interests. The document incorporates Malaysian legal requirements, including compliance with the Contracts Act 1950 and relevant commercial regulations. It details the scope of authority, territorial rights, commission structures, reporting obligations, and includes specific provisions for confidentiality, non-competition, and intellectual property protection.

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What is a Sub Agent Contract?

The Sub Agent Contract is essential for businesses operating in Malaysia that utilize multi-tiered agency structures. This document is particularly relevant when a Main Agent needs to expand their distribution network or service coverage by appointing additional representatives. The agreement ensures compliance with Malaysian legal requirements while protecting the interests of all parties involved. It typically includes detailed provisions on territory rights, commission structures, performance expectations, and compliance obligations. The Sub Agent Contract is crucial for maintaining clear lines of authority and responsibility in the agency chain, while ensuring that the Principal's interests are protected through proper oversight and control mechanisms. This document type is commonly used in various industries where products or services are distributed through intermediaries, and it must align with both the main agency agreement and Malaysian commercial law requirements.

What sections should be included in a Sub Agent Contract?

1. Parties: Identifies the Principal, Main Agent, and Sub Agent with full legal details

2. Background: Context of the agreement, including reference to the main agency agreement

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

4. Appointment and Scope: Terms of sub-agent appointment and scope of authority

5. Territory and Products: Defined geographical area and products/services covered

6. Sub Agent's Obligations: Detailed responsibilities and duties of the sub-agent

7. Main Agent's Obligations: Responsibilities and duties of the main agent

8. Commission Structure: Details of commission calculations, payment terms and conditions

9. Reporting Requirements: Regular reporting obligations and documentation requirements

10. Intellectual Property: Protection and usage rights of trademarks, logos, and other IP

11. Confidentiality: Confidentiality obligations and handling of sensitive information

12. Non-Competition: Restrictions on competing activities during and after the agreement

13. Term and Termination: Duration of agreement and termination provisions

14. General Provisions: Standard legal clauses including governing law, notices, etc.

What sections are optional to include in a Sub Agent Contract?

1. Performance Targets: Specific sales or performance targets, used when the sub-agent needs to meet certain quotas

2. Training Requirements: Required training and certification requirements, included when specific qualifications are needed

3. Marketing and Promotion: Guidelines for marketing activities, included when sub-agent has marketing responsibilities

4. Insurance Requirements: Specific insurance coverage requirements, used in high-risk or regulated industries

5. Data Protection: Detailed data protection obligations, required when handling personal data

6. Sub-Sub-Agents: Provisions regarding appointment of further sub-agents, if permitted

7. Minimum Purchase Requirements: Minimum order quantities or values, used in product distribution agreements

What schedules should be included in a Sub Agent Contract?

1. Schedule 1 - Territory Description: Detailed description of geographical territory and any exclusions

2. Schedule 2 - Products and Services: Comprehensive list of products/services covered by the agreement

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

4. Schedule 4 - Reporting Templates: Standard forms and templates for required reports

5. Schedule 5 - Brand Guidelines: Guidelines for use of Principal's branding and marketing materials

6. Appendix A - Main Agency Agreement: Copy or relevant excerpts of the main agency agreement

7. Appendix B - Compliance Requirements: Specific regulatory or compliance requirements applicable to the sub-agent

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

Agency Agreement

Cost

Free to use
Relevant Industries

Real Estate

Insurance

Financial Services

Manufacturing

Import/Export

Retail Distribution

Telecommunications

Technology

Tourism

Automotive

Consumer Goods

Pharmaceutical

Industrial Equipment

Construction Materials

Relevant Teams

Legal

Sales

Business Development

Commercial

Compliance

Operations

Distribution

Channel Management

Corporate Secretarial

Risk Management

Relevant Roles

Sales Director

Business Development Manager

Commercial Director

Legal Counsel

Contracts Manager

Company Secretary

Chief Commercial Officer

Regional Sales Manager

Distribution Manager

Channel Partner Manager

Agency Relations Manager

Compliance Officer

Operations Director

Managing Director

Chief Executive Officer

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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