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Asset Distribution Agreement
"I need an Asset Distribution Agreement for appointing an exclusive distributor in Singapore and Malaysia for our medical devices, with specific performance targets and regulatory compliance requirements to be met by March 2025."
1. Parties: Identifies and defines all parties to the agreement, including their legal status and registered addresses
2. Background/Recitals: Sets out the context and commercial intent of the agreement
3. Definitions and Interpretation: Defines key terms used tHRoughout the agreement and establishes interpretation rules
4. Appointment and Territory: Establishes the distributor's appointment and defines the geographical territory
5. Distribution Rights and Obligations: Details the core rights granted and obligations imposed on the distributor
6. Supply Terms: Covers ordering process, delivery terms, and pricing mechanisms
7. Payment Terms: Specifies payment conditions, currency, and payment methods
8. Term and Termination: Sets out duration of agreement and termination provisions
9. Governing Law and Jurisdiction: Specifies Singapore law as governing law and jurisdiction for disputes
1. Performance Targets: Minimum performance requirements and sales levels that the distributor must achieve
2. Marketing and Promotion: Marketing obligations, requirements and commitments for promoting the products
3. Training Requirements: Training obligations and requirements for distributor's staff, particularly relevant for technical products
4. After-Sales Service: Post-sale support requirements and obligations for maintenance and customer support
5. Non-Compete Provisions: Restrictions on competing activities, typically used in exclusive distribution arrangements
1. Products Schedule: Detailed list of products covered by the agreement
2. Territory Schedule: Detailed description of geographical territory
3. Price List: Current prices and discount structures
4. Performance Targets Schedule: Detailed minimum performance requirements
5. Technical Specifications: Product specifications and technical requirements
6. Service Level Requirements: Detailed service level obligations
7. Trademark Usage Guidelines: Rules for using supplier's trademarks
Authors
Assets
Business Day
Commencement Date
Confidential Information
Distributor
Distribution Rights
Effective Date
Force Majeure Event
Intellectual Property Rights
Initial Term
Minimum Purchase Requirements
Net Sales
Order
Performance Targets
Products
Purchase Price
Quarter
Renewal Term
Supplier
Supply Terms
Term
Territory
Trade Marks
Working Hours
Year
Affiliate
Applicable Laws
Delivery Point
Distribution Channel
End User
Forecast
Good Industry Practice
Marketing Materials
Payment Terms
Quality Standards
Regulatory Approvals
Sales Report
Service Levels
Specifications
Stock Requirements
Sub-distributor
Technical Documentation
Warranty Period
Term and Renewal
Distribution Rights
Supply Terms
Ordering and Delivery
Pricing and Payment
Performance Obligations
Minimum Purchase Requirements
Marketing and Promotion
Quality Control
Intellectual Property
Confidentiality
Non-Competition
Warranties and Representations
Indemnification
Insurance
Force Majeure
Termination
Post-Termination Obligations
Regulatory Compliance
Record Keeping
Audit Rights
Assignment and Sub-contracting
Notices
Dispute Resolution
Governing Law
Anti-Corruption
Data Protection
Entire Agreement
Severability
Training and Support
Stock Requirements
After-Sales Service
Product Returns
Reporting Requirements
Change Control
Brand Protection
Export Control
Customer Support
Business Continuity
Environmental Compliance
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