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1. Parties: Identification of the Principal and the Purchasing Agent with full legal names and addresses
2. Background: Context of the agreement, including the Principal's business and need for a purchasing agent
3. Definitions: Definitions of key terms used throughout the agreement
4. Appointment and Scope: Formal appointment of the agent and detailed scope of purchasing authority
5. Term and Termination: Duration of the agreement and conditions for termination
6. Agent's Authority: Specific powers granted to the agent and any limitations
7. Duties and Responsibilities: Detailed obligations of the Purchasing Agent
8. Principal's Obligations: Responsibilities and commitments of the Principal
9. Compensation and Payment Terms: Fee structure, commission rates, and payment schedule
10. Reporting Requirements: Required reports, frequency, and content of agent's reporting to principal
11. Confidentiality: Protection of confidential information and trade secrets
12. Non-Competition and Loyalty: Agent's obligations regarding competing activities
13. Indemnification: Mutual indemnification provisions
14. Governing Law: Specification of Malaysian law as governing law
15. Dispute Resolution: Process for resolving disputes between parties
16. General Provisions: Standard boilerplate clauses including notices, amendments, etc.
1. Performance Metrics: Specific KPIs and performance standards, used when quantitative evaluation is required
2. International Purchases: Additional provisions for international procurement, needed if agent will make purchases from foreign suppliers
3. Intellectual Property: IP protection clauses, required when agent may handle proprietary information or technology
4. Insurance Requirements: Specific insurance obligations, important for high-value or high-risk purchases
5. Sub-Agents: Provisions regarding the appointment of sub-agents, needed if agent may delegate authority
6. Force Majeure: Provisions for unforeseen circumstances, particularly relevant for international transactions
7. Anti-Corruption Compliance: Detailed anti-corruption provisions, essential for government contracts or high-risk jurisdictions
8. Data Protection: Specific data handling requirements, necessary when personal or sensitive data is involved
1. Schedule A - Authorized Purchase Categories: List of products or services the agent is authorized to purchase
2. Schedule B - Pricing and Commission Structure: Detailed breakdown of commission rates and payment calculations
3. Schedule C - Approved Suppliers: List of pre-approved suppliers from whom purchases can be made
4. Schedule D - Reporting Ƶ: Standard forms and formats for required reports
5. Schedule E - Purchase Approval Matrix: Value thresholds and required approvals for different purchase amounts
6. Schedule F - Operating Procedures: Detailed procedures for making purchases and processing documentation
7. Appendix 1 - Power of Attorney: Formal power of attorney document if required
8. Appendix 2 - Compliance Checklist: Checklist of regulatory and internal compliance requirements
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