Non Exclusive Sales Agreement Template for Singapore

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Key Requirements PROMPT example:

Non Exclusive Sales Agreement

"Need a Non Exclusive Sales Agreement under Singapore law for our technology company to appoint multiple sales agents in Southeast Asia, with quarterly performance targets and a 15% commission structure, to be effective from March 2025."

Document background
The Non Exclusive Sales Agreement is utilized when a business wants to appoint sales agents while maintaining flexibility in its distribution strategy. This document, governed by Singapore law, establishes the terms under which sales agents can represent and sell the principal's products or services, including commission structures, territorial rights, and performance expectations. It's particularly relevant in Singapore's dynamic business environment where companies often need multiple sales channels to maximize market reach. The agreement ensures compliance with local regulations while providing clear guidelines for the commercial relationship between principal and agent.
Suggested Sections

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 appointment and scope of sales authority

5. Territory: Geographic area covered by the agreement

6. Term and Termination: Duration and termination provisions

7. Pricing and Payment Terms: Price structure, payment terms, and commission rates

8. Obligations of Parties: Responsibilities of both seller and sales agent

9. Governing Law: Specification of Singapore law as governing law

Optional Sections

1. Minimum Performance Requirements: Sales targets and minimum performance criteria - include when specific performance metrics are required

2. Training and Support: Details of training and support provided - include when seller provides significant support to sales agent

3. Intellectual Property: IP rights and usage provisions - include when IP rights are relevant to the sales process

4. Data Protection: PDPA compliance provisions - include when personal data processing is involved

Suggested Schedules

1. Product Schedule: List of products covered by the agreement

2. Commission Structure: Detailed breakdown of commission calculations

3. Territory Map: Visual representation of sales territory

4. Performance Metrics: Detailed KPIs and measurement criteria

5. Standard Operating Procedures: Agreed procedures for sales operations

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

Clauses
Industries

Contract Law (Chapter 53): Primary legislation governing contract formation, terms, and enforcement in Singapore, including common law principles

Sale of Goods Act (Chapter 393): Regulates contracts for the sale of goods, including rights, duties, and remedies of buyers and sellers

Unfair Contract Terms Act (Chapter 396): Controls the use of unfair terms in contracts and limits the extent to which liability can be excluded

Electronic Transactions Act: Governs the formation and validity of electronic contracts and digital signatures

Competition Act (Chapter 50B): Ensures non-exclusive arrangements don't violate anti-competitive practices in Singapore

Consumer Protection (Fair Trading) Act: Protects consumer interests and regulates fair trading practices when dealing with end consumers

Consumer Protection (Trade Descriptions and Safety Requirements) Act: Regulates product descriptions and safety requirements in consumer transactions

UN Convention on International Sale of Goods: International framework for cross-border sales contracts, if applicable

Singapore Customs Act: Governs import/export procedures and requirements for international trade

Regulation of Imports and Exports Act: Controls the import and export of goods in Singapore

Agency Law: Common law principles governing agency relationships and commercial representation

Personal Data Protection Act 2012: Regulates collection, use, and disclosure of personal data in commercial transactions

Arbitration Act: Framework for arbitration as a dispute resolution mechanism in Singapore

Mediation Act: Governs mediation proceedings and enforceability of mediated settlements

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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