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Exclusive Seller Agreement
"I need an Exclusive Seller Agreement for my software company to appoint a sole distributor in Singapore for our cloud security products, with minimum annual sales targets of $2M and initial term starting January 2025."
1. Parties: Identification and details of the contracting parties
2. Background: Context and purpose of the agreement
3. Definitions: Key terms used throughout the agreement
4. Appointment and Scope: Terms of exclusive appointment and territory coverage
5. Duration and Termination: Contract period and termination conditions
6. Obligations of Seller: Seller's commitments and responsibilities
7. Pricing and Payment Terms: Financial arrangements and payment conditions
8. Intellectual Property Rights: Protection and usage of IP
9. Confidentiality: Protection of confidential information
10. Governing Law: Applicable law and jurisdiction
1. Performance Targets: Minimum sales targets and KPIs - use when specific performance metrics are required
2. Training and Support: Support services provided by principal - use when technical products or services are involved
3. Insurance: Insurance requirements and coverage - use when high-value or high-risk products are involved
4. Force Majeure: Provisions for unforeseen circumstances - use when long-term commitments are involved
1. Product Schedule: List of products covered under the agreement
2. Territory Schedule: Detailed description of exclusive territory
3. Price List: Current pricing structure and terms
4. Performance Metrics: Detailed KPIs and measurement criteria
5. Technical Requirements: Product specifications and technical details
Authors
Business Day
Commencement Date
Confidential Information
Effective Date
Exclusive Rights
Excluded Customers
Force Majeure Event
Initial Term
Intellectual Property Rights
Minimum Purchase Requirements
Net Sales
Performance Targets
Principal
Products
Purchase Price
Quarter
Renewal Term
Restricted Business
Seller
Specifications
Term
Territory
Trade Marks
Working Hours
Year
Territory and Exclusivity
Term and Duration
Supply of Products
Pricing and Payment
Minimum Purchase Requirements
Performance Obligations
Marketing and Promotion
Training and Support
Intellectual Property Rights
Confidentiality
Non-Competition
Representations and Warranties
Indemnification
Force Majeure
Termination
Post-Termination Obligations
Assignment and Sub-Contracting
Notices
Dispute Resolution
Governing Law and Jurisdiction
Entire Agreement
Severability
Variation and Waiver
Third Party Rights
Counterparts
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