The Intercompany Distribution Agreement is essential for multinational companies operating in Singapore seeking to structure their internal distribution networks effectively. It formalizes the relationship between group companies involved in product distribution, ensuring compliance with Singapore's regulatory framework while optimizing operational efficiency. This document is particularly relevant when establishing new market presence tHRough subsidiaries or restructuring existing distribution arrangements within a corporate group, incorporating necessary protections for intellectual property, defining territorial rights, and establishing clear operational guidelines.
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1. Parties: Identification of distributor and supplier entities
2. Background: Context of the distribution arrangement and relationship between parties
3. Definitions: Key terms used tHRoughout the agreement
4. Appointment and Territory: Scope of distribution rights and geographical limitations
5. Supply Terms: Ordering process, delivery terms, and pricing mechanisms
6. Obligations of Distributor: Key responsibilities and performance requirements
7. Obligations of Supplier: Support, training, and supply commitments
8. Intellectual Property: Usage rights and restrictions of trademarks and other IP
9. Term and Termination: Duration and termination provisions
10. Governing Law: Application of Singapore law and jurisdiction
1. Minimum Purchase Requirements: Specific volume commitments for exclusive distribution arrangements
2. Marketing Obligations: Specific marketing commitments and cost sharing arrangements for joint marketing efforts
3. After-Sales Service: Service and warranty handling requirements for technical or complex products
4. Non-Compete: Restrictions on competing products for exclusive distribution arrangements
1. Products Schedule: List of products covered by the agreement
2. Price List: Current pricing and discount structures
3. Territory Definition: Detailed description of geographical coverage
4. Service Level Agreement: Specific performance metrics and requirements
5. Technical Specifications: Product specifications and requirements
6. Brand Guidelines: Rules for use of trademarks and branding
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