Manufacturing Representative Agreement Template for Austria

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Key Requirements PROMPT example:

Manufacturing Representative Agreement

"I need a Manufacturing Representative Agreement for my medical devices company, appointing an exclusive sales representative for the Austrian and German markets, with a minimum annual sales target of €2 million and quarterly performance reviews starting March 2025."

Document background
The Manufacturing Representative Agreement is a crucial document for manufacturers looking to expand their market presence in specific territories through professional representatives. This agreement, governed by Austrian law, establishes the legal framework for a commercial agency relationship where the representative promotes and sells the manufacturer's products in return for commission. It must comply with the Austrian Commercial Agents Act (HVertrG) and related EU directives, which provide significant protections for commercial agents. The document covers essential aspects such as territory definition, commission structures, performance requirements, and termination provisions, while addressing specific Austrian legal requirements regarding notice periods, indemnity claims, and post-contractual obligations. This type of agreement is particularly important for manufacturers who want to maintain control over their sales strategy while leveraging local expertise and connections.
Suggested Sections

1. Parties: Identification of the manufacturer and the representative, including full legal names, registration details, and addresses

2. Background: Context of the agreement, brief description of the parties' businesses, and their intention to enter into a manufacturing representation relationship

3. Definitions: Key terms used throughout the agreement, including Products, Territory, Customers, Commission, etc.

4. Appointment and Scope: Terms of appointment, exclusivity/non-exclusivity, and geographical territory definition

5. Representative's Rights and Obligations: Detailed responsibilities including promotion, customer service, reporting requirements, and performance standards

6. Manufacturer's Rights and Obligations: Obligations regarding product information, support, training, and supply commitments

7. Commission Structure: Calculation method, payment terms, and conditions for commission earnings as per Austrian law requirements

8. Intellectual Property Rights: Usage rights for trademarks, trade names, and other IP during the representation

9. Confidentiality: Protection of business secrets and confidential information

10. Term and Termination: Duration, renewal terms, and termination provisions in accordance with Austrian law

11. Post-Termination Obligations: Including handling of pending commissions and customer relationships after termination

12. Governing Law and Jurisdiction: Specification of Austrian law as governing law and jurisdiction for disputes

13. General Provisions: Standard clauses including notices, amendments, assignment, and severability

Optional Sections

1. Minimum Performance Requirements: Specific sales targets or performance metrics, used when the manufacturer wants to establish clear performance standards

2. Product Training: Detailed training requirements and processes, relevant when products are technically complex

3. Marketing and Advertising: Specific provisions for marketing activities and cost sharing, important for intensive marketing relationships

4. Non-Compete Obligations: Restrictions on representing competing products, used when exclusivity is important

5. Insurance Requirements: Specific insurance coverage requirements, important for high-value products or high-risk markets

6. Data Protection: Detailed GDPR compliance provisions, necessary when significant personal data processing is involved

7. Sub-Representatives: Rules for appointing sub-representatives, relevant when allowing delegation of duties

8. Stock Requirements: Requirements for maintaining product inventory, relevant for representatives who also stock products

Suggested Schedules

1. Product List: Detailed list of products covered by the agreement, including specifications and prices

2. Territory Definition: Detailed description of geographical territories, including maps if necessary

3. Commission Rates: Detailed commission structure, including any variations by product or customer type

4. Performance Targets: Specific sales targets and performance metrics if applicable

5. Approved Customer List: List of existing customers and/or target customers if restricted

6. Trademark Usage Guidelines: Specific rules for using manufacturer's trademarks and branding

7. Reporting Templates: Standard forms for regular reporting requirements

8. Technical Requirements: Technical specifications and support requirements for product representation

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Manufacturing

Industrial Equipment

Technology Hardware

Medical Devices

Automotive

Chemical Products

Electronics

Industrial Machinery

Consumer Goods

Telecommunications Equipment

Construction Materials

Agricultural Equipment

Relevant Teams

Legal

Sales

Commercial

Business Development

Operations

Compliance

Finance

International Trade

Contract Administration

Relevant Roles

Sales Director

Commercial Director

Business Development Manager

Legal Counsel

Contracts Manager

Sales Operations Manager

Channel Manager

Regional Sales Manager

Chief Commercial Officer

Manufacturing Representative

Sales Representative

Export Manager

Territory Manager

Managing Director

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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