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International Agency Agreement
"I need an International Agency Agreement governed by Hong Kong law for appointing an exclusive agent to sell our software products in Southeast Asia, with a 3-year term starting March 2025 and including specific performance targets and commission structure."
1. Parties: Identification of the Principal and Agent, including full legal names and registered addresses
2. Background: Context of the agreement, including Principal's business nature and desire to appoint Agent
3. Definitions and Interpretation: Key terms used throughout the agreement, including Territory, Products, Commission, etc.
4. Appointment and Scope: Terms of Agent's appointment, whether exclusive or non-exclusive, and territorial scope
5. Duration and Termination: Term of agreement, renewal provisions, and circumstances for termination
6. Agent's Rights and Obligations: Core duties, performance standards, reporting requirements, and promotional obligations
7. Principal's Rights and Obligations: Support to be provided, information sharing, and supply obligations
8. Commission and Payment Terms: Commission structure, calculation method, payment timing, and currency
9. Intellectual Property Rights: Usage rights for Principal's trademarks, logos, and marketing materials
10. Confidentiality: Protection of confidential information and trade secrets
11. Post-Termination: Rights and obligations after agreement ends, including commission on pipeline deals
12. General Provisions: Standard clauses including notices, entire agreement, amendments, and governing law
1. Performance Targets: Specific sales targets or KPIs, used when Principal wants to set measurable performance standards
2. Sub-Agents: Rules for appointing sub-agents, included when sub-agents might be needed in the territory
3. Non-Competition: Restrictions on Agent's competing activities, used in exclusive arrangements
4. Marketing and Promotion: Detailed marketing obligations and cost-sharing, needed for comprehensive marketing arrangements
5. Training Requirements: Training obligations for Agent's staff, important for technical or complex products
6. Insurance: Required insurance coverage, important in high-risk territories or products
7. Data Protection: Specific data handling requirements, needed when personal data processing is involved
8. Force Majeure: Provisions for unforeseen circumstances, particularly important in international agreements
9. Anti-Corruption: Compliance with anti-corruption laws, essential in high-risk territories
1. Schedule 1 - Products: Detailed list of products or services covered by the agency agreement
2. Schedule 2 - Territory: Detailed definition of geographical territory and any excluded areas
3. Schedule 3 - Commission Structure: Detailed commission rates, calculation methods, and examples
4. Schedule 4 - Performance Targets: Specific sales targets or KPIs if applicable
5. Schedule 5 - Reporting Requirements: Forms and templates for regular reporting
6. Schedule 6 - Principal's Trademarks: List of trademarks and usage guidelines
7. Appendix A - Standard Operating Procedures: Detailed procedures for order processing and customer service
8. Appendix B - Marketing Guidelines: Principal's marketing requirements and brand guidelines
Authors
Agent
Applicable Laws
Business Day
Commencement Date
Commission
Confidential Information
Customers
Effective Date
Force Majeure Event
Good Industry Practice
Intellectual Property Rights
Net Sales
Order
Principal
Products
Quarter
Representatives
Sales Target
Services
Sub-Agent
Term
Territory
Trade Marks
Year
Working Hours
Minimum Performance Requirements
Pipeline Deals
Purchase Price
Reporting Period
Marketing Materials
Competing Products
Contract Documents
Group Company
Initial Term
Payment Terms
Renewal Period
Sales Information
Termination Date
Commission Period
Territory
Exclusivity
Duration
Commission
Payment Terms
Agent Obligations
Principal Obligations
Performance Requirements
Reporting
Intellectual Property
Confidentiality
Non-Competition
Training
Marketing
Customer Relations
Sub-Agents
Compliance
Anti-Corruption
Data Protection
Force Majeure
Termination
Post-Termination
Insurance
Indemnification
Limitation of Liability
Assignment
Amendments
Notices
Governing Law
Dispute Resolution
Entire Agreement
Severability
Counterparts
Third Party Rights
Representations and Warranties
Record Keeping
Product Standards
Import/Export Compliance
Currency and Exchange
Manufacturing
Consumer Goods
Technology
Professional Services
Industrial Equipment
Fashion and Luxury
Electronics
Pharmaceuticals
Automotive
Food and Beverage
Telecommunications
Software
Medical Devices
Construction Materials
Chemicals
Legal
Commercial
Sales
Business Development
International Operations
Compliance
Finance
Contract Administration
Export
Distribution
Chief Executive Officer
Commercial Director
International Sales Manager
Business Development Manager
Legal Counsel
Contracts Manager
Sales Director
Export Manager
Regional Manager
Chief Operating Officer
Compliance Officer
General Counsel
Head of Distribution
Channel Manager
Country Manager
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