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Exclusive Dealing Contract
"I need an Exclusive Dealing Contract under Singapore law for appointing a sole distributor of our medical devices in Southeast Asia, with specific performance targets and a minimum three-year commitment starting from January 2025."
1. Parties: Identification and details of contracting parties
2. Background: Context and purpose of the exclusive dealing arrangement
3. Definitions: Key terms used throughout the agreement
4. Scope of Exclusivity: Detailed terms of the exclusive arrangement including products/services covered
5. Duration: Term of the agreement including commencement and termination dates
6. Obligations: Rights and responsibilities of both parties under the exclusive arrangement
7. Payment Terms: Financial arrangements and payment conditions
8. Termination: Conditions and process for ending the agreement
9. General Provisions: Standard contractual terms including governing law, notices, and entire agreement
1. Performance Metrics: Specific targets and KPIs for measuring performance under the agreement
2. Territory: Geographic scope of exclusivity and territorial restrictions
3. Marketing Requirements: Promotional obligations and restrictions for both parties
4. Competition Compliance: Specific provisions ensuring compliance with competition laws
5. Training and Support: Details of any training or support to be provided under the arrangement
1. Products/Services Schedule: Detailed list and specifications of products or services covered by the agreement
2. Pricing Schedule: Detailed pricing structure, terms, and any volume-based arrangements
3. Performance Criteria: Detailed performance requirements, targets, and measurement methods
4. Territory Map: Geographic definition and maps of exclusive territory if applicable
5. Competition Law Compliance Protocol: Detailed procedures and guidelines for ensuring competition law compliance
Authors
Commencement Date
Confidential Information
Effective Date
Exclusive Period
Exclusive Products
Exclusive Rights
Exclusive Territory
Force Majeure Event
Intellectual Property Rights
Key Performance Indicators
Minimum Purchase Requirements
Net Sales
Performance Targets
Products
Prohibited Acts
Quarter
Related Companies
Restricted Business
Services
Supplier Marks
Term
Territory
Trade Marks
Working Day
Year
Duration and Term
Exclusivity Obligations
Supply Obligations
Purchase Obligations
Territory Restrictions
Performance Requirements
Pricing and Payment
Quality Standards
Reporting Requirements
Intellectual Property
Confidentiality
Non-Competition
Marketing and Promotion
Representations and Warranties
Termination Rights
Force Majeure
Insurance
Compliance with Laws
Competition Law Compliance
Record Keeping
Audit Rights
Assignment and Sub-contracting
Dispute Resolution
Governing Law
Indemnification
Limitation of Liability
Notices
Entire Agreement
Severability
Variation
Waiver
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