Name of Wilson’s company) (hereinafter referred to as “Party A”)
(Address of company)
(name of joint venture partner) (hereinafter referred to as “Party B”)
RE: SOLE DISTRIBUTORSHIP OF COMPUTER SOFTWARES BY PARTY B IN THE WHOLE OF PENINSULAR MALAYSIA (hereinafter referred to as “the said product”)
We write to confirm the followings:
(a) Our company shall be granted the exclusive rights to distribute all the previous, present and future company software(s) designed by your company; and
(b) The exclusivity shall encompass the whole jurisdiction of Malaysia; and
(c) The said exclusive rights granted to our company shall be for a period of two (2) years commencing from [Insert Date] (hereinafter referred to as “ the distribution term”); and
(d) Upon the expiration of the two (2) years period, our company shall be granted a first option to renew the said distribution contract for another two (2) years; and
(e) We shall attempt with our best endeavor to market and sell the said product and shall solely bear for all the necessary marketing and/or operating expenses (inclusive of set up cost) during the distribution period; and
(f) We shall the right to market the said computer software under the brand of our choice; and
(g) We shall the right to own the source code and all other necessary confidential information in relation to the research and development of the software; and
(h) Upon each successful sale of the computer software by our company, we shall divide the net profit of the sales amounting to 30% of the net profit; and
(i) You shall at all times and/or upon written request by us to attend to all necessary update, upkeep and/or maintenance to the computer software to us or any of our clients; and
(j) You shall provide us and/or our clients at all times any training program necessary to enable us and/or our clients familiarity and understanding to the said software.
We attached herewith a cheque amounting to Ringgit Malaysia [Insert Amount] being earnest deposits to you subject to only you agreeing to all the terms stated above.
The said deposit shall be refundable at within 7 days upon the expiration of the said distribution term or upon early expiration and/or termination of the said distribution terms for whatever reasons.
We, ____________________ of _______________________ hereby agree to all the terms and conditions stated above.
(Name of Joint Venture Company)
in the presence of: