Independent Sales Contractor Agreement for Australia

Independent Sales Contractor Agreement Template for Australia

This document is an Independent Sales Contractor Agreement governed by Australian law, designed to establish and regulate the relationship between a business and an independent sales contractor. It comprehensively addresses commission structures, performance expectations, contractor obligations, and compliance with Australian independent contracting legislation, including the Independent Contractors Act 2006 (Cth) and relevant state laws. The agreement includes essential provisions for maintaining a genuine contractor relationship while protecting both parties' interests in the sales process.

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What is a Independent Sales Contractor Agreement?

The Independent Sales Contractor Agreement is essential for Australian businesses engaging external sales professionals on a contractor basis. This agreement is specifically designed to comply with Australian federal and state legislation, including the Independent Contractors Act 2006 (Cth), while clearly distinguishing the arrangement from employment relationships. It is particularly useful for companies expanding their sales force without increasing permanent headcount, establishing clear parameters around commission structures, performance expectations, and territorial rights. The document includes comprehensive provisions for contractor obligations, intellectual property protection, confidentiality, and dispute resolution, while maintaining flexibility for various industries and sales contexts.

What sections should be included in a Independent Sales Contractor Agreement?

1. Parties: Identification of the principal company and the contractor, including ABN/ACN and contact details

2. Background: Context of the agreement and brief description of the business relationship

3. Definitions: Definitions of key terms used throughout the agreement

4. Appointment and Scope: Terms of contractor appointment and detailed scope of services

5. Term and Termination: Duration of the agreement, renewal provisions, and termination conditions

6. Contractor Obligations: Key responsibilities, performance standards, and compliance requirements

7. Principal's Obligations: Company's responsibilities, including support and resources provided

8. Compensation and Payment: Commission structure, payment terms, and expense policies

9. Independent Contractor Status: Clear establishment of independent contractor relationship and not employment

10. Intellectual Property: Ownership and usage rights of IP created during the engagement

11. Confidentiality: Protection of confidential information and trade secrets

12. Non-Compete and Non-Solicitation: Restrictions on competitive activities and client solicitation

13. Insurance and Liability: Insurance requirements and allocation of risks

14. Dispute Resolution: Process for handling disputes and applicable jurisdiction

15. General Provisions: Standard boilerplate clauses including notices, amendments, and governing law

What sections are optional to include in a Independent Sales Contractor Agreement?

1. Equipment and Resources: Used when the principal provides specific tools or resources

2. Training Requirements: Include when specific training or certification is required

3. Performance Targets: Used when implementing specific KPIs or sales targets

4. Territory Rights: Include when assigning exclusive geographic or customer territories

5. Sub-contracting: Used when allowing or restricting the use of sub-contractors

6. Marketing and Branding: Include when contractor will represent company brand

7. Data Protection: Used when contractor handles significant customer data

8. Work Health and Safety: Include for high-risk industries or specific safety requirements

What schedules should be included in a Independent Sales Contractor Agreement?

1. Schedule 1 - Commission Structure: Detailed breakdown of commission rates, tiers, and calculation methods

2. Schedule 2 - Territory Map: Geographic boundaries or customer segments assigned to contractor

3. Schedule 3 - Product List: List of products/services the contractor is authorized to sell

4. Schedule 4 - Performance Metrics: Specific KPIs, targets, and measurement criteria

5. Schedule 5 - Approved Marketing Materials: Pre-approved marketing content and usage guidelines

6. Schedule 6 - Expense Policy: Detailed policies on reimbursable expenses and approval process

7. Appendix A - Required Insurance Coverage: Specific insurance types and minimum coverage amounts

8. Appendix B - Compliance Procedures: Step-by-step procedures for regulatory compliance

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

Jurisdiction

Australia

Publisher

Genie AI

Cost

Free to use
Relevant legal definitions
Clauses
Relevant Industries

Retail

Technology

Financial Services

Real Estate

Manufacturing

Telecommunications

Professional Services

Medical Devices

Consumer Goods

Industrial Equipment

Software and SaaS

Insurance

Construction Materials

Pharmaceutical

Relevant Teams

Sales Operations

Legal

Human Resources

Compliance

Commercial

Finance

Business Development

Contract Administration

Relevant Roles

Sales Director

Commercial Manager

Business Development Manager

Sales Operations Manager

Contract Administrator

Compliance Manager

Legal Counsel

HR Director

Territory Manager

Channel Manager

Independent Sales Representative

Sales Contractor

Regional Sales Manager

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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