1. Parties: Identification of the supplier/manufacturer and the exclusive sales agent/distributor, including full legal names, commercial registration numbers, and addresses
2. Background: Context of the agreement, relationship between parties, and general business objectives
3. Definitions: Definitions of key terms used throughout the agreement, including Territory, Products, Exclusivity Period, etc.
4. Appointment and Scope: Terms of exclusive appointment, definition of territory, and scope of rights granted
5. Term and Renewal: Duration of the agreement and conditions for renewal
6. Exclusivity Obligations: Detailed terms of exclusivity, including restrictions on both parties
7. Product Specifications: Description of products covered under the agreement
8. Pricing and Payment Terms: Product pricing structure, payment terms, and currency specifications
9. Minimum Purchase Requirements: Minimum purchase quotas and consequences of not meeting them
10. Marketing and Promotion: Marketing obligations, use of trademarks, and promotional requirements
11. Delivery and Logistics: Terms for ordering, delivery, and logistics arrangements
12. Quality Control: Quality standards, inspection rights, and compliance with Saudi regulations
13. Warranties and Indemnities: Product warranties, representations, and indemnification provisions
14. Intellectual Property Rights: IP ownership, licensing terms, and protection measures
15. Confidentiality: Protection of confidential information and trade secrets
16. Termination: Grounds for termination, notice requirements, and consequences
17. Post-Termination Obligations: Obligations and rights of parties after agreement termination
18. Governing Law and Jurisdiction: Saudi law as governing law and jurisdiction provisions
19. Force Majeure: Events constituting force majeure and consequent rights/obligations
20. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment
