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1. Parties: Identification of the Principal and Agent, including full legal names, registration numbers, and registered addresses
2. Background: Context of the agreement, nature of the Principal's business, and purpose of appointing the Agent
3. Definitions: Key terms used throughout the agreement, including 'Commission', 'Territory', 'Products', 'Customers', etc.
4. Appointment and Territory: Formal appointment of the Agent, specification of exclusive/non-exclusive nature, and definition of territorial scope
5. Agent's Rights and Obligations: Core responsibilities, performance standards, reporting requirements, and promotional duties
6. Principal's Rights and Obligations: Support to be provided, information sharing, and product supply obligations
7. Commission Structure: Base commission rates, calculation methods, and payment terms
8. Commission Payment Terms: Timing of payments, currency, payment methods, and handling of disputed amounts
9. Term and Termination: Duration of agreement, renewal terms, and grounds for termination
10. Post-Termination Obligations: Handling of pending commissions, return of materials, and ongoing confidentiality obligations
11. Confidentiality: Protection of business secrets and confidential information
12. Data Protection: GDPR compliance measures and data handling procedures
13. Governing Law and Jurisdiction: Specification of Maltese law as governing law and jurisdiction for disputes
14. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
1. Performance Targets: Specific sales targets and performance metrics, include when the principal wants to set measurable objectives
2. Training Requirements: Mandatory training programs and certifications, include when specific product knowledge is required
3. Marketing and Advertising: Guidelines for promotional activities, include when the agent has marketing responsibilities
4. Non-Compete Clause: Restrictions on competing activities, include when protecting market position is crucial
5. Sub-Agents: Terms for appointing sub-agents, include when sub-agency arrangements are permitted
6. Insurance Requirements: Mandatory insurance coverage, include when specific risks need to be covered
7. Intellectual Property: Usage of trademarks and branding, include when IP rights are significant
8. Force Majeure: Provisions for unforeseen circumstances, include when business continuity is critical
1. Commission Rates Schedule: Detailed breakdown of commission rates by product category, customer type, or volume
2. Territory Map and Description: Detailed geographical definition of the agent's territory
3. Product List: Comprehensive list of products/services covered by the agreement
4. Performance Metrics: Detailed KPIs and measurement criteria
5. Reporting Templates: Standard forms for sales reports and commission calculations
6. Approved Marketing Materials: List of approved promotional materials and usage guidelines
7. Customer List: List of existing customers and any special commission arrangements
8. Data Processing Agreement: Detailed GDPR-compliant data processing terms and procedures
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