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1. Parties: Identification and details of the Principal and Agent, including registered addresses and company numbers
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 agent's appointment and detailed scope of authority
5. Territory: Geographical area where the agent is authorized to act
6. Agent's Duties and Obligations: Comprehensive list of agent's responsibilities and performance standards
7. Principal's Duties and Obligations: Principal's commitments and responsibilities to the agent
8. Commission Structure: Detailed commission calculations, payment terms, and conditions
9. Reporting Requirements: Agent's reporting obligations and frequency
10. Intellectual Property Rights: Usage rights and restrictions regarding principal's IP
11. Confidentiality: Protection of confidential information and trade secrets
12. Non-Competition: Restrictions on agent's competing activities
13. Term and Termination: Duration of agreement and termination provisions
14. Post-Termination Obligations: Obligations surviving contract termination
15. Governing Law and Jurisdiction: Specification of Hong Kong law and jurisdiction
16. General Provisions: Standard boilerplate clauses including force majeure, notices, and amendments
1. Sub-Agents: Include when the agent may need to appoint sub-agents
2. Performance Targets: Include when specific sales or performance targets are required
3. Marketing and Advertising: Include when agent has specific marketing responsibilities
4. Training Requirements: Include when principal provides mandatory training
5. Insurance Requirements: Include when specific insurance coverage is required
6. Data Protection: Include when personal data processing is involved
7. Minimum Purchase Requirements: Include for agencies involving product distribution
8. Stock Requirements: Include when agent must maintain inventory
9. Customer Service Standards: Include when agent handles customer relations
10. Dispute Resolution: Include when specific mediation/arbitration procedures are preferred
1. Schedule 1 - Products/Services: Detailed list of products or services covered by the agency
2. Schedule 2 - Commission Rates: Detailed commission structure and calculation methods
3. Schedule 3 - Territory Definition: Detailed description of geographical territories and any exclusions
4. Schedule 4 - Reporting Templates: Standard forms for regular reporting requirements
5. Schedule 5 - Performance Metrics: Specific KPIs and measurement criteria
6. Schedule 6 - Approved Marketing Materials: List of approved marketing materials and usage guidelines
7. Appendix A - Principal's Branding Guidelines: Guidelines for use of principal's branding and trademarks
8. Appendix B - Compliance Requirements: Specific regulatory and compliance requirements
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