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1. Parties: Identifies and provides full details of the representative and the represented party
2. Background: Explains the context and purpose of the representation arrangement
3. Definitions: Defines key terms used throughout the agreement
4. Appointment and Scope: Defines the nature and scope of the representation relationship
5. Term and Termination: Specifies the duration of the agreement and circumstances for termination
6. Representatives Rights and Powers: Details the specific powers granted to the representative
7. Representatives Duties and Obligations: Outlines the responsibilities and obligations of the representative
8. Principals Obligations: Specifies the duties and obligations of the represented party
9. Compensation and Payment Terms: Details the fee structure, payment schedule, and reimbursement terms
10. Confidentiality: Establishes obligations regarding confidential information
11. Intellectual Property: Addresses ownership and usage of intellectual property
12. Liability and Indemnification: Sets out liability limitations and indemnification obligations
13. General Provisions: Contains standard boilerplate clauses including governing law, notices, and entire agreement
1. Non-Competition: Restricts the representative from competing activities - include when exclusivity is required
2. Non-Solicitation: Prevents solicitation of clients/employees - include for sensitive business relationships
3. Insurance: Specifies insurance requirements - include when representation involves significant risks
4. Performance Targets: Sets specific performance metrics - include when representation is results-based
5. Territory: Defines geographical scope - include when representation is territory-specific
6. Sub-Representatives: Rules for appointing sub-representatives - include when delegation may be needed
7. Marketing and Promotion: Guidelines for promotional activities - include for commercial representation
8. Compliance with Laws: Specific regulatory compliance requirements - include for regulated industries
9. Force Majeure: Provisions for unforeseen circumstances - include for long-term agreements
1. Schedule 1: Services Description: Detailed description of representation services to be provided
2. Schedule 2: Compensation Structure: Detailed breakdown of fees, commissions, and payment terms
3. Schedule 3: Territory Map: Geographical area of representation if applicable
4. Schedule 4: Performance Metrics: Specific KPIs and performance measurement criteria
5. Schedule 5: Approved Sub-Representatives: List of pre-approved sub-representatives if applicable
6. Schedule 6: Compliance Requirements: Specific regulatory or industry compliance requirements
7. Appendix A: Power of Attorney: Formal power of attorney document if required
8. Appendix B: Required Forms: Standard forms or documents required for the representation
9. Appendix C: Contact Details: Key contact information for both parties
Authorized Activities
Business Day
Commencement Date
Compensation
Confidential Information
Contract Year
Effective Date
Force Majeure Event
Hong Kong
Intellectual Property Rights
Laws
Material Breach
Notice
Parties
Principal
Products
Representative
Representatives
Services
Sub-Representative
Term
Territory
Third Party
Trademarks
Working Hours
Commission
Performance Targets
Quarter
Revenue
Gross Sales
Net Sales
Marketing Materials
Competing Business
Customers
Good Industry Practice
Regulatory Approvals
Business Records
Reporting Period
Termination Date
Term and Duration
Scope of Authority
Territory
Exclusivity
Representatives Duties
Principals Obligations
Compensation
Commission Structure
Payment Terms
Performance Standards
Reporting Requirements
Sub-Representatives
Confidentiality
Non-Competition
Non-Solicitation
Intellectual Property
Marketing and Promotion
Records and Audits
Representations and Warranties
Indemnification
Limitation of Liability
Insurance
Force Majeure
Termination
Post-Termination Obligations
Assignment
Notices
Governing Law
Dispute Resolution
Entire Agreement
Severability
Amendments
Data Protection
Compliance with Laws
Anti-Corruption
Relationship of Parties
Survival
Retail and Consumer Goods
Professional Services
Entertainment and Media
Real Estate
Manufacturing
Technology
Financial Services
Healthcare
Education
Sports and Recreation
Import/Export
Hospitality and Tourism
Telecommunications
Automotive
Legal
Compliance
Commercial
Sales
Business Development
Operations
Contract Administration
Risk Management
Corporate Affairs
International Business
Partner Relations
Chief Executive Officer
Managing Director
Business Development Manager
Sales Director
Legal Counsel
Compliance Officer
Commercial Director
Regional Manager
Distribution Manager
Agent
Representative
Contract Manager
Operations Director
Partnership Manager
Account Executive
Business Owner
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