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1. Parties: Identification and details of the contracting parties
2. Background: Context of the agreement and brief description of the parties' business relationship
3. Definitions: Definitions of key terms used throughout the agreement
4. Appointment and Territory: Scope of reseller appointment and defined territory for operations
5. Ordering and Delivery: Process for placing orders, delivery terms, and logistics arrangements
6. Prices and Payment: Pricing structure, payment terms, and invoicing procedures
7. Obligations of Supplier: Supplier's commitments regarding product supply, support, and training
8. Obligations of Reseller: Reseller's commitments regarding sales, marketing, and customer service
9. Intellectual Property Rights: Protection and usage rights of trademarks, logos, and other IP
10. Confidentiality: Protection of confidential information and trade secrets
11. Term and Termination: Duration of agreement and termination provisions
12. Post-Termination: Rights and obligations after agreement termination
13. General Provisions: Standard legal clauses including governing law, notices, and assignment
1. Exclusivity: Used when granting exclusive rights in specific territories or customer segments
2. Minimum Purchase Requirements: Include when setting specific sales targets or minimum order quantities
3. Marketing and Promotion: Detailed marketing obligations when specific promotional activities are required
4. Training Requirements: Include when specific training or certification requirements exist
5. Service Level Agreement: Used when specific performance metrics need to be maintained
6. Data Protection: Detailed GDPR compliance section when significant personal data processing is involved
7. Non-Competition: Include when restricting reseller from selling competing products
8. Insurance Requirements: Used when specific insurance coverage needs to be maintained
9. Audit Rights: Include when supplier requires right to audit reseller's compliance
1. Schedule 1 - Products: List of products/services authorized for resale
2. Schedule 2 - Territory: Detailed description of authorized sales territory
3. Schedule 3 - Pricing and Discounts: Price lists and discount structure
4. Schedule 4 - Service Levels: Detailed service level requirements and metrics
5. Schedule 5 - Technical Requirements: Technical specifications and requirements
6. Schedule 6 - Trademark Usage Guidelines: Rules for using supplier's trademarks and branding
7. Appendix A - Reporting Ƶ: Standard forms for required reporting
8. Appendix B - Contact Details: Key contacts and escalation procedures
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