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The Authorized Reseller Agreement is essential for businesses looking to expand their distribution network in Malaysia through authorized resellers. This document is typically used when a manufacturer or brand owner wants to establish a formal relationship with a reseller while maintaining control over how their products are sold and their brand is represented. The agreement must comply with Malaysian legal requirements, including the Contracts Act 1950, Competition Act 2010, and relevant consumer protection laws. It contains detailed provisions covering appointment terms, territory definitions, pricing structures, minimum purchase requirements, marketing obligations, intellectual property rights, and quality control measures. This agreement is particularly important in the Malaysian market where proper documentation of distribution relationships is crucial for legal protection and business operations.

1. Parties: Identification of the Principal (brand owner) and the Reseller, including full legal names, registration numbers, and registered addresses

2. Background: Context of the agreement, brief description of the Principal's business, products, and intention to appoint the Reseller

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

4. Appointment and Scope: Terms of appointment, whether exclusive or non-exclusive, definition of territory, and scope of authorized activities

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

6. Reseller Obligations: Core responsibilities of the Reseller, including sales targets, marketing requirements, customer service standards, and reporting obligations

7. Principal Obligations: Core responsibilities of the Principal, including product supply, training, technical support, and marketing support

8. Ordering and Delivery: Procedures for ordering products, delivery terms, minimum order quantities, and lead times

9. Prices and Payment: Pricing structure, payment terms, currency, and invoicing procedures

10. Intellectual Property Rights: Rules for using Principal's trademarks, logos, and other IP, including brand guidelines and restrictions

11. Confidentiality: Protection of confidential information exchanged between parties

12. Compliance: Obligations to comply with applicable laws, including consumer protection, data protection, and trade regulations

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

14. Post-Termination: Obligations and rights after termination, including handling of remaining inventory and customer data

15. General Provisions: Standard legal provisions including notices, assignment, force majeure, entire agreement, and governing law