Master Reseller Agreement Template for South Africa

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Key Requirements PROMPT example:

Master Reseller Agreement

"I need a Master Reseller Agreement under South African law for my software company to appoint exclusive regional resellers in Western Cape, with strong IP protection clauses and minimum sales requirements."

Document background
The Master Reseller Agreement is a fundamental commercial contract used when a business wants to establish a formal distribution channel through authorized resellers in South Africa. This document is essential when a supplier wishes to expand their market reach without direct sales, setting out comprehensive terms for the reseller relationship. It typically includes detailed provisions for territory rights, pricing structures, performance targets, and compliance requirements under South African law. The agreement addresses critical aspects such as intellectual property protection, confidentiality, data protection under POPIA, and consumer protection requirements. A Master Reseller Agreement is particularly important when establishing long-term distribution relationships and can serve as a template for multiple reseller arrangements within the same business model.
Suggested Sections

1. Parties: Identification and details of the supplier (principal) and reseller, including registration numbers and addresses

2. Background: Context of the agreement, brief description of the business relationship and purpose

3. Definitions: Detailed definitions of terms used throughout the agreement

4. Appointment and Territory: Terms of reseller appointment and defined geographic territory for operations

5. Rights and Obligations: Detailed rights and responsibilities of both parties

6. Products and Pricing: Description of products/services covered and pricing structure

7. Order Process: Procedures for placing and fulfilling orders

8. Payment Terms: Payment conditions, currency, and timing

9. Intellectual Property: Protection and usage rights of trademarks, patents, and other IP

10. Confidentiality: Protection of confidential information and trade secrets

11. Data Protection: POPIA compliance and data handling requirements

12. Term and Termination: Duration of agreement and termination conditions

13. Post-Termination: Obligations and rights after agreement termination

14. Warranties and Indemnities: Guarantees, warranties, and indemnification provisions

15. General/Boilerplate: Standard legal provisions including notices, governing law, etc.

Optional Sections

1. Marketing and Promotion: Requirements for marketing activities and brand promotion. Include when reseller is expected to actively market products

2. Training Requirements: Staff training obligations and support. Include for technical or complex products

3. Performance Targets: Minimum sales targets and performance metrics. Include when specific performance levels are required

4. Sub-Resellers: Rights and conditions for appointing sub-resellers. Include if sub-reselling is permitted

5. Insurance: Required insurance coverage. Include for high-value or high-risk products

6. Import/Export: International trade compliance. Include for cross-border reselling

7. Service Level Agreement: Support and service standards. Include for technical products or services

8. Competition Restrictions: Non-compete and exclusivity provisions. Include when territorial or product exclusivity is granted

Suggested Schedules

1. Product Schedule: Detailed list of authorized products/services with specifications

2. Price List: Comprehensive pricing structure, discounts, and margin arrangements

3. Territory Map: Detailed description or map of authorized sales territory

4. Service Level Requirements: Detailed service standards and response times

5. Marketing Guidelines: Brand usage rules and marketing requirements

6. Performance Metrics: Detailed KPIs and measurement criteria

7. Technical Requirements: Technical specifications and compliance requirements

8. Return Policy: Procedures for handling returns and warranties

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

Technology

Manufacturing

Consumer Goods

Automotive

Electronics

Software

Healthcare Products

Industrial Equipment

Telecommunications

Construction Materials

Food and Beverage

Agricultural Products

Relevant Teams

Legal

Sales

Commercial

Procurement

Compliance

Operations

Business Development

Channel Management

Distribution

Relevant Roles

Chief Commercial Officer

Sales Director

Channel Manager

Business Development Manager

Legal Counsel

Commercial Manager

Procurement Manager

Distribution Manager

Compliance Officer

Contract Manager

Chief Operating Officer

Sales Operations 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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