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Reseller Agreement for Malaysia

Reseller Agreement Template for Malaysia

A comprehensive legal agreement governed by Malaysian law that establishes and regulates the commercial relationship between a supplier and a reseller. The document outlines the terms and conditions under which the reseller is authorized to market, sell, and distribute the supplier's products within a specified territory. It incorporates key provisions compliant with Malaysian legislation, including the Contracts Act 1950, Competition Act 2010, and Consumer Protection Act 1999, while addressing crucial aspects such as pricing, territorial rights, performance obligations, intellectual property protection, and termination conditions.

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What is a Reseller Agreement?

The Reseller Agreement is a critical commercial contract used when a company (supplier) wishes to expand its distribution network by authorizing another entity (reseller) to sell its products in Malaysia. This document is essential for businesses looking to establish indirect sales channels while maintaining control over their product distribution, brand reputation, and market presence. The agreement encompasses key commercial terms including appointment rights, territorial restrictions, pricing structures, performance requirements, and compliance with Malaysian regulatory requirements. It's particularly important in the Malaysian context where distribution relationships must comply with specific local laws regarding competition, consumer protection, and trade practices. The document serves as the foundational framework for the supplier-reseller relationship, ensuring clear understanding of rights, obligations, and operational procedures while providing adequate protection for both parties' interests.

What sections should be included in a Reseller Agreement?

1. Parties: Identification and details of the supplier and reseller

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

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

4. Appointment and Scope: Terms of appointment, exclusivity status, and territorial scope

5. Obligations of the Supplier: Supplier's commitments regarding product supply, support, and training

6. Obligations of the Reseller: Reseller's commitments regarding sales, marketing, and performance

7. Ordering and Delivery: Process for placing orders and product delivery terms

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

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

10. Confidentiality: Protection of confidential information and trade secrets

11. Term and Termination: Duration of agreement and circumstances for termination

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

13. General Provisions: Standard legal provisions including notices, amendments, and governing law

What sections are optional to include in a Reseller Agreement?

1. Minimum Purchase Requirements: Used when implementing specific sales targets or minimum order quantities

2. Marketing and Promotion: Detailed marketing obligations when specific promotional activities are required

3. Training and Support: Included when comprehensive training programs are part of the relationship

4. Product Warranty: Detailed warranty terms when standard terms need modification

5. Insurance: Specific insurance requirements beyond standard coverage

6. Non-Competition: Restrictions on competing activities, if applicable and legally enforceable

7. Data Protection: Detailed data protection provisions when significant personal data processing is involved

8. Import/Export Compliance: Required for international trade activities

9. Anti-Corruption: Enhanced compliance provisions for high-risk markets or government sales

What schedules should be included in a Reseller Agreement?

1. Products and Pricing Schedule: List of approved products and pricing structure

2. Territory Schedule: Detailed description of authorized sales territory

3. Performance Targets: Specific sales targets and performance metrics

4. Technical Requirements: Technical specifications and support requirements

5. Trademark Usage Guidelines: Rules for using supplier's trademarks and branding

6. Service Level Agreement: Detailed service standards and support requirements

7. Approved Sub-resellers: List of authorized sub-resellers if permitted

8. Returns and Warranty Procedure: Detailed procedures for handling returns and warranty claims

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

Agreement Contract

Cost

Free to use
Relevant legal definitions





























Clauses


































Relevant Industries

Technology and Software

Consumer Electronics

Automotive Parts

Industrial Equipment

Medical Devices

Telecommunications

Fashion and Apparel

Food and Beverage

Construction Materials

Office Equipment

Pharmaceuticals

Home Appliances

Relevant Teams

Legal

Sales

Commercial

Operations

Procurement

Compliance

Supply Chain

Business Development

Partner Management

Contract Administration

Distribution

Relevant Roles

Sales Director

Commercial Manager

Business Development Manager

Channel Manager

Legal Counsel

Procurement Manager

Operations Director

Distribution Manager

Compliance Officer

Contract Administrator

Chief Commercial Officer

Regional Sales Manager

Partner Manager

Chief Executive Officer

Supply Chain 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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