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1. Parties: Identifies and provides full legal details of all parties entering into the agreement
2. Background: Sets out the context and purpose of the partnership arrangement
3. Definitions: Defines key terms used throughout the agreement
4. Partnership Structure: Outlines the nature of the partnership, ownership structure, and capital contributions
5. Term and Commencement: Specifies the duration of the agreement and when it becomes effective
6. Roles and Responsibilities: Details the specific duties and obligations of each partner
7. Sales Territory and Products: Defines the geographical area and products/services covered by the partnership
8. Revenue Sharing and Commission Structure: Specifies how revenue, profits, and commissions will be divided between partners
9. Operating Procedures: Establishes day-to-day operational protocols and decision-making processes
10. Reporting and Accounting: Sets out financial reporting requirements and accounting procedures
11. Intellectual Property: Addresses ownership and usage rights of trademarks, patents, and other IP
12. Confidentiality: Establishes obligations regarding confidential information
13. Non-Compete and Non-Solicitation: Outlines restrictions on competitive activities and customer solicitation
14. Termination: Details circumstances and procedures for ending the partnership
15. Dispute Resolution: Establishes procedures for resolving disagreements
16. General Provisions: Contains standard legal clauses including governing law, notices, and amendments
1. Marketing and Branding: Specifies guidelines for marketing activities and brand usage - include when partners will conduct joint marketing
2. Training and Support: Details training obligations and support services - include when one partner will provide training to the other
3. Insurance Requirements: Specifies required insurance coverage - include when specific insurance requirements are necessary
4. Performance Metrics: Establishes KPIs and performance evaluation criteria - include when specific performance targets are crucial
5. Exit Strategy: Details procedures for partner buyout or sale - include when partners want pre-agreed exit mechanisms
6. International Operations: Addresses cross-border activities and compliance - include for international partnerships
7. Data Protection: Specific provisions for handling customer data - include when dealing with significant personal data
8. Force Majeure: Addresses unforeseen circumstances preventing performance - include when specific risk allocation is needed
1. Schedule 1 - Product List: Detailed list of products or services covered by the partnership
2. Schedule 2 - Territory Map: Detailed description or map of the sales territory
3. Schedule 3 - Commission Structure: Detailed breakdown of commission rates and calculation methods
4. Schedule 4 - Sales Targets: Specific sales targets and performance metrics
5. Schedule 5 - Operating Procedures Manual: Detailed procedures for day-to-day operations
6. Schedule 6 - Approved Marketing Materials: Templates and guidelines for marketing communications
7. Appendix A - Contact Details: Key contact information for all parties and authorized representatives
8. Appendix B - Required Insurance Certificates: Copies of insurance policies and certificates
Approved Products
Business Day
Commencement Date
Confidential Information
Commission
Customer
Effective Date
Force Majeure Event
Gross Sales
Initial Term
Intellectual Property Rights
Key Performance Indicators
Marketing Materials
Net Sales
Operating Procedures
Partner
Partnership
Principal
Products
Quarter
Renewal Term
Revenue Share
Sales Target
Services
Subject Territory
Term
Termination Date
Trade Marks
Year
Affiliate
Associated Entity
Business Hours
Competing Business
Default Event
Distribution Channel
Exclusive Territory
Good Industry Practice
Material Breach
Minimum Performance Requirements
Non-Exclusive Territory
Notice
Personnel
Purchase Order
Qualified Lead
Related Body Corporate
Sales Report
Serious Misconduct
Strategic Plan
Subsidiary
Partnership Structure
Term and Duration
Appointment and Authority
Territory Rights
Exclusivity
Products and Services
Commission
Revenue Sharing
Payment Terms
Performance Obligations
Minimum Requirements
Reporting
Audit Rights
Marketing
Intellectual Property
Confidentiality
Data Protection
Non-Competition
Non-Solicitation
Representations and Warranties
Indemnification
Limitation of Liability
Insurance
Force Majeure
Termination
Exit Rights
Post-Termination Obligations
Dispute Resolution
Governing Law
Assignment
Variation
Notices
Entire Agreement
Severability
Relationship of Parties
Compliance with Laws
Good Faith
Costs
Further Assurance
Retail
Technology
Manufacturing
Professional Services
Healthcare
Consumer Goods
Industrial Equipment
Software and IT
Telecommunications
Financial Services
Automotive
Construction
Agriculture
Energy
Education
Sales
Legal
Business Development
Commercial
Operations
Partnership Management
Contract Administration
Distribution
Channel Management
Executive Leadership
Chief Executive Officer
Sales Director
Business Development Manager
Partnership Manager
Sales Operations Manager
Channel Manager
Legal Counsel
Commercial Director
Regional Sales Manager
Chief Commercial Officer
Contract Manager
Territory Manager
Distribution Manager
Sales Strategy Manager
Chief Operating Officer
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