The Sales And Distribution Agreement is essential for businesses seeking to establish formal distribution channels in Singapore and surrounding regions. This agreement, governed by Singapore law, is particularly important for companies expanding their market presence through third-party distributors. It incorporates key provisions required under Singapore's legal framework, including compliance with the Sale of Goods Act, Competition Act, and relevant industry regulations. The agreement typically covers distribution rights, territory definitions, supply terms, performance requirements, and intellectual property protection.
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1. Parties: Identification and details of contracting parties
2. Background: Context and purpose of the agreement
3. Definitions: Key terms used throughout the agreement
4. Appointment and Territory: Scope of distribution rights and geographical coverage
5. Supply Terms: Terms governing the supply of products including pricing, ordering, and delivery
6. Obligations of Distributor: Key responsibilities and performance requirements
7. Obligations of Supplier: Support, training, and product supply commitments
8. Intellectual Property Rights: Usage rights and protection of trademarks and other IP
9. Term and Termination: Duration and termination provisions
10. Governing Law and Jurisdiction: Applicable law and dispute resolution
1. Non-Competition: Restrictions on competing activities - used when exclusive distribution rights are granted
2. Minimum Purchase Requirements: Minimum order quantities or values - used for maintaining distribution performance standards
3. Marketing and Promotion: Marketing obligations and standards - used when specific promotional activities are required
4. Product Training: Training requirements and procedures - used for technical or complex products
5. Data Protection: PDPA compliance provisions - used when personal data processing is involved
1. Product Schedule: List of products covered by the agreement
2. Price List: Pricing structure and terms
3. Territory Definition: Detailed description of geographical coverage
4. Performance Targets: Specific sales targets and KPIs
5. Technical Specifications: Product specifications and requirements
6. Brand Guidelines: Rules for use of trademarks and branding
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