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Distributor Appointment Agreement Template for Indonesia

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Key Requirements PROMPT example:

Distributor Appointment Agreement

"I need a Distributor Appointment Agreement for appointing an exclusive distributor in Jakarta and Bali regions for our premium electronics products, with minimum purchase commitments and strict quality control requirements."

Document background
The Distributor Appointment Agreement is a crucial commercial contract used when a company (principal) wishes to appoint another entity to distribute its products in Indonesia. This document is essential for businesses expanding their distribution networks in the Indonesian market, whether they are local companies or foreign entities establishing a presence. The agreement must comply with Indonesian laws, including Law No. 7 of 2014 on Trade and relevant Ministry of Trade regulations governing distribution relationships. It typically includes detailed provisions on territorial rights, performance targets, pricing structures, intellectual property usage, and termination conditions. This type of agreement is particularly important in Indonesia's complex distribution landscape, where understanding of local market conditions and regulatory compliance is crucial for successful business operations.
Suggested Sections

1. Parties: Identification of the principal/supplier and the distributor, including their complete legal names, registration numbers, and addresses

2. Background: Context of the agreement, brief description of both parties' businesses, and their intention to enter into a distribution relationship

3. Definitions: Definitions of key terms used throughout the agreement, including Territory, Products, Intellectual Property Rights, etc.

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

5. Term and Renewal: Duration of the agreement, commencement date, and renewal terms

6. Distributor Rights and Obligations: Comprehensive list of distributor's rights and responsibilities, including sales targets, marketing obligations, and reporting requirements

7. Principal Rights and Obligations: Principal's commitments, including product supply, support, and training obligations

8. Ordering and Supply Terms: Process for ordering products, delivery terms, and payment conditions

9. Prices and Payment: Pricing structure, payment terms, currency, and price adjustment mechanisms

10. Intellectual Property Rights: Usage rights for trademarks, logos, and other IP, and protection obligations

11. Confidentiality: Protection of confidential information and trade secrets

12. Non-Competition and Non-Solicitation: Competitive restrictions during and after the agreement

13. Termination: Grounds for termination, notice requirements, and consequences of termination

14. Post-Termination Obligations: Obligations of both parties after agreement termination

15. Governing Law and Dispute Resolution: Choice of Indonesian law and dispute resolution mechanisms

16. General Provisions: Standard clauses including force majeure, notices, assignment, and entire agreement

Optional Sections

1. Performance Guarantees: Include when specific performance targets or minimum purchase requirements are essential to the relationship

2. Marketing and Promotion: Detailed section when specific marketing commitments or cost-sharing arrangements are required

3. Training and Support: Include when extensive training or technical support is necessary for product distribution

4. Insurance Requirements: Detailed insurance obligations when dealing with high-value or regulated products

5. Compliance with Anti-Corruption Laws: Include for international distribution relationships or when dealing with government sectors

6. Data Protection: Include when personal data processing is involved in the distribution relationship

7. Import/Export Compliance: Include for cross-border distribution arrangements

8. Product Warranty and Liability: Detailed section when specific warranty terms or liability allocation is necessary

9. Sub-Distributors: Include when the distributor is permitted to appoint sub-distributors

10. Bank Guarantee: Include when financial security is required from the distributor

Suggested Schedules

1. Schedule 1 - Products: Detailed list of products covered by the agreement, including specifications and prices

2. Schedule 2 - Territory: Detailed description of the geographic territory, including any excluded areas

3. Schedule 3 - Minimum Purchase Commitments: Annual or quarterly minimum purchase requirements

4. Schedule 4 - Price List: Current pricing structure and discount schemes

5. Schedule 5 - Technical Requirements: Technical specifications, storage requirements, and handling instructions

6. Schedule 6 - Service Level Agreement: Performance metrics and service standards

7. Schedule 7 - Trademark Usage Guidelines: Guidelines for using principal's trademarks and branding

8. Schedule 8 - Reporting Templates: Standard forms for regular reporting requirements

9. Appendix A - Contact Details: Key contact persons and their details for both parties

10. Appendix B - Standard Operating Procedures: Detailed operational procedures for ordering, delivery, and returns

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok成人版 | 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

Consumer Goods

Electronics and Technology

Automotive

Pharmaceuticals and Healthcare

Food and Beverage

Industrial Equipment

Fashion and Apparel

Construction Materials

Agricultural Products

Telecommunications

Software and Digital Products

Medical Devices

Chemicals and Raw Materials

Home Appliances

Sporting Goods

Relevant Teams

Legal

Commercial

Sales

Business Development

Operations

Supply Chain

Compliance

Finance

Marketing

Distribution

International Trade

Product Management

Contract Administration

Risk Management

Relevant Roles

Commercial Director

Sales Director

Business Development Manager

Legal Counsel

Compliance Officer

Supply Chain Manager

Operations Director

Country Manager

Regional Sales Manager

Distribution Manager

Contract Manager

Chief Executive Officer

Chief Commercial Officer

Procurement Manager

Brand Manager

General Manager

Trade Compliance Officer

Channel 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, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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