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1. Parties: Identification of the principal company and the sales representative/agent, including full legal names, addresses, and registration details
2. Background: Context of the agreement, brief description of the principal's business, and purpose of engaging the sales representative
3. Definitions: Key terms used throughout the agreement, including 'Products', 'Territory', 'Customers', 'Commission', 'Net Sales', etc.
4. Appointment and Scope: Formal appointment of the sales representative, exclusivity/non-exclusivity, and territorial scope
5. Term and Termination: Duration of the agreement, renewal terms, and termination provisions including notice periods as per German law
6. Duties of the Sales Representative: Core obligations, sales targets, reporting requirements, and conduct standards
7. Principal's Obligations: Support, training, and information to be provided by the principal
8. Commission Structure: Basic commission rates, calculation methods, and payment terms
9. Payment Terms: Timing of commission payments, currency, payment methods, and handling of disputed amounts
10. Records and Reporting: Requirements for sales documentation, commission statements, and financial record-keeping
11. Intellectual Property: Usage rights for principal's trademarks, logos, and marketing materials
12. Confidentiality: Protection of business secrets and confidential information
13. Post-Termination Provisions: Including mandatory compensation claims (Ausgleichsanspruch) under German law
14. Governing Law and Jurisdiction: Confirmation of German law application and jurisdiction for disputes
1. Non-Compete Clause: Restrictions during and after the agreement term - optional but common for protecting business interests
2. Training Requirements: Specific training obligations and certification requirements - relevant for technical products
3. Marketing Support: Details of marketing materials and support provided - relevant for larger scale operations
4. Insurance Requirements: Specific insurance coverage requirements - relevant for high-value products or regulated industries
5. Data Protection: Detailed GDPR compliance provisions - necessary when personal data processing is extensive
6. Minimum Performance Requirements: Specific sales targets and consequences - relevant for performance-based arrangements
7. Sub-agents: Provisions for appointing sub-agents - relevant for larger territories or complex distribution structures
8. Force Majeure: Provisions for unforeseen circumstances - increasingly relevant post-COVID
1. Schedule 1 - Commission Rates: Detailed breakdown of commission percentages by product type, customer category, or sales volume
2. Schedule 2 - Territory Definition: Detailed description or map of the assigned sales territory
3. Schedule 3 - Product List: Comprehensive list of products covered by the agreement with specifications
4. Schedule 4 - Reporting Templates: Standard forms for sales reports and commission calculations
5. Schedule 5 - Sales Targets: Specific sales targets and performance metrics
6. Appendix A - Marketing Guidelines: Guidelines for use of marketing materials and brand representation
7. Appendix B - Compliance Procedures: Detailed compliance requirements and procedures
Applicable Law
Authorized Products
Business Day
Commission
Confidential Information
Customers
Effective Date
Existing Customers
Force Majeure Event
Gross Sales
Initial Term
Intellectual Property Rights
Net Sales
New Customers
Order
Performance Targets
Principal
Products
Prospect
Quarter
Representatives
Sales Documentation
Sales Period
Sales Report
Sales Representative
Services
Target Market
Term
Territory
Trade Secrets
Trademarks
Valid Claim
Working Hours
Year
Territory
Exclusivity
Commission
Payment Terms
Performance Obligations
Reporting Requirements
Training
Non-Competition
Non-Solicitation
Confidentiality
Intellectual Property
Data Protection
Term and Duration
Termination
Post-Termination Rights
Indemnification
Force Majeure
Assignment
Amendments
Notices
Entire Agreement
Severability
Waiver
Governing Law
Dispute Resolution
Compliance with Laws
Authority
Independent Contractor
Insurance
Record Keeping
Audit Rights
Marketing and Promotion
Customer Relations
Product Training
Warranties
Manufacturing
Technology and Software
Consumer Goods
Industrial Equipment
Pharmaceuticals
Financial Services
Real Estate
Telecommunications
Automotive
Professional Services
Medical Devices
Construction Materials
Fashion and Apparel
Electronics
Sales
Legal
Finance
Compliance
Business Development
Commercial Operations
Contract Administration
Human Resources
Account Management
Sales Operations
Sales Director
Commercial Director
Business Development Manager
Sales Representative
Account Manager
Regional Sales Manager
Commission Agent
Sales Territory Manager
Channel Sales Manager
Chief Commercial Officer
Sales Operations Manager
Contract Manager
Legal Counsel
Compliance Officer
Finance Manager
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