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Independent Sales Representative Agreement
"I need an Independent Sales Representative Agreement for my Jakarta-based software company, starting March 2025, that will allow representatives to sell our cloud services across Indonesia while protecting our intellectual property and including a tiered commission structure."
1. Parties: Identifies the principal company and the independent sales representative, including full legal names and addresses
2. Background: Explains the context of the agreement and the principal's desire to engage the sales representative
3. Definitions: Defines key terms used throughout the agreement
4. Appointment and Scope: Details the appointment of the sales representative and the scope of their authority
5. Territory and Products: Specifies the geographic territory and products/services the representative is authorized to sell
6. Independent Contractor Status: Clearly establishes the independent contractor relationship and disclaims employment relationship
7. Duties and Responsibilities: Outlines the specific duties and responsibilities of the sales representative
8. Commission and Payment Terms: Details the commission structure, calculation method, and payment terms
9. Sales Targets and Performance: Establishes minimum performance requirements and sales targets
10. Reporting Requirements: Specifies the reports and documentation the representative must provide
11. Confidentiality: Protects confidential information and trade secrets
12. Non-Competition and Non-Solicitation: Restricts competitive activities during and after the agreement
13. Term and Termination: Specifies the duration and conditions for termination
14. Post-Termination Obligations: Outlines obligations after the agreement ends
15. Governing Law and Dispute Resolution: Specifies Indonesian law as governing law and dispute resolution procedures
1. Training and Support: Include when the principal provides specific training or support services
2. Marketing and Advertising: Include when the representative has specific marketing responsibilities or restrictions
3. Expenses and Reimbursement: Include when certain expenses will be reimbursed by the principal
4. Insurance Requirements: Include when specific insurance coverage is required
5. Intellectual Property Rights: Include when the representative will handle branded materials or create intellectual property
6. Data Protection: Include when the representative will handle personal or sensitive data
7. Compliance with Anti-Corruption Laws: Include when dealing with government entities or high-risk markets
8. Sub-Representatives: Include when the representative is permitted to appoint sub-representatives
1. Schedule 1 - Products and Services: Detailed list of products/services the representative is authorized to sell
2. Schedule 2 - Territory Description: Detailed description of the geographic territory, including any exclusions
3. Schedule 3 - Commission Structure: Detailed commission rates, tiers, and calculation methods
4. Schedule 4 - Sales Targets: Specific sales targets and performance metrics
5. Schedule 5 - Reporting Templates: Templates for required sales and activity reports
6. Schedule 6 - Principal's Policies: Relevant company policies the representative must follow
7. Appendix A - Power of Attorney: If required, specific powers granted to the representative
8. Appendix B - Confidential Information: Specific list of information considered confidential
Authors
Applicable Laws
Approved Customer
Commission
Confidential Information
Effective Date
Force Majeure
Intellectual Property Rights
Net Sales
Order
Principal
Products
Purchase Order
Quarter
Representative
Sales Target
Services
Territory
Term
Termination Date
Trade Secrets
Valid Order
Working Day
Year
Commission Period
Competing Business
Customer
Documentation
Gross Sales
Independent Contractor
Marketing Materials
Minimum Performance Requirements
Payment Terms
Principal's Policies
Restricted Period
Sales Report
Sub-Representative
Trademarks
Training Materials
Valid Claim
Term
Territory Rights
Authority and Limitations
Independent Contractor Status
Sales Obligations
Commission
Payment Terms
Performance Requirements
Reporting
Training
Marketing Support
Confidentiality
Non-Competition
Non-Solicitation
Intellectual Property
Representations and Warranties
Compliance
Record Keeping
Insurance
Indemnification
Limitation of Liability
Force Majeure
Termination
Post-Termination Obligations
Assignment
Notices
Entire Agreement
Amendment
Severability
Waiver
Governing Law
Dispute Resolution
Language
Data Protection
Anti-Corruption
Expenses
Sub-Contracting
Relationship of Parties
Manufacturing
Consumer Goods
Technology
Industrial Equipment
Healthcare Products
Construction Materials
Automotive
Electronics
Textiles
Food and Beverage
Pharmaceutical
Telecommunications
Agricultural Products
Chemical Products
Software and IT Services
Sales
Legal
Compliance
Business Development
Commercial Operations
Contract Administration
Risk Management
Finance
Human Resources
Channel Management
Sales Director
Commercial Director
Business Development Manager
Regional Sales Manager
Channel Manager
Sales Operations Manager
Legal Counsel
Compliance Officer
Contract Manager
Independent Sales Representative
Sales Agent
Territory Manager
Account Executive
Chief Commercial Officer
Chief Legal Officer
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