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1. Parties: Identification of the principal and the commission agent, including full legal names and registered addresses
2. Background: Context of the agreement, brief description of the parties' businesses, and their intention to enter into an exclusive commission arrangement
3. Definitions: Key terms used throughout the agreement, including 'Territory', 'Products/Services', 'Commission', 'Customers', and other relevant definitions
4. Appointment and Scope: Express appointment of the agent, confirmation of exclusivity, and detailed scope of services
5. Territory and Exclusivity: Definition of the geographical area or market segment where the agent has exclusive rights
6. Commission Structure: Detailed explanation of commission rates, calculation methods, and qualifying transactions
7. Payment Terms: Timeline for commission payments, payment methods, currency, and handling of disputed amounts
8. Parties' Obligations: Detailed responsibilities of both the principal and the agent
9. Term and Termination: Duration of the agreement, renewal provisions, and grounds for termination
10. Post-Termination: Obligations and rights after termination, including commission on pipeline deals
11. Confidentiality: Protection of confidential information and trade secrets
12. Governing Law and Jurisdiction: Confirmation of Dutch law application and jurisdiction for disputes
1. Non-Compete: Restrictions on agent's activities with competitors, used when the principal wants to prevent the agent from representing competing products/services
2. Intellectual Property: IP rights and usage provisions, included when the agent needs to use principal's trademarks or other IP
3. Data Protection: GDPR compliance provisions, required when personal data processing is involved
4. Force Majeure: Provisions for unforeseen circumstances, particularly relevant in long-term exclusive relationships
5. Insurance: Insurance requirements for the agent, included when the services involve significant risks
6. Minimum Performance Requirements: Performance targets and consequences of not meeting them, used when the principal wants to ensure minimum activity levels
7. Training and Support: Details of principal's support obligations, included when the agent requires specific training or ongoing support
1. Commission Rates and Calculations: Detailed breakdown of commission structures, including any variations by product/service type or customer category
2. Territory Definition: Detailed description or map of the exclusive territory, including any excluded accounts or areas
3. Products and Services: Comprehensive list of products/services covered by the agreement
4. Reporting Requirements: Templates and specifications for regular activity and performance reports
5. Operating Procedures: Detailed procedures for order processing, customer service, and other operational matters
6. Key Performance Indicators: Specific metrics and targets for measuring agent's performance
7. Approved Marketing Materials: List of approved marketing materials and usage guidelines
Principal
Agent
Territory
Exclusive Rights
Products
Services
Commission
Net Sales
Customers
Intellectual Property Rights
Confidential Information
Effective Date
Initial Term
Renewal Term
Quarter
Year
Business Day
Force Majeure Event
Qualifying Transaction
Commission Period
Pipeline Deals
Purchase Order
Sales Target
Minimum Performance Requirements
Approved Marketing Materials
Competition
Competing Products
Customer Data
Trade Secrets
Group Company
Affiliate
Representatives
Contract Year
Operating Procedures
Payment Date
Commission Statement
Territory Customers
Excluded Customers
Direct Sales
Net Proceeds
Gross Margin
Payment Terms
Reporting Period
Performance Metrics
Termination Date
Exclusivity
Territory
Commission
Payment Terms
Performance Requirements
Reporting Obligations
Party Obligations
Term
Termination
Confidentiality
Non-Competition
Intellectual Property
Representations and Warranties
Force Majeure
Assignment
Entire Agreement
Amendments
Notices
Governing Law
Dispute Resolution
Severability
Data Protection
Compliance
Insurance
Indemnification
Good Faith
Post-Termination Obligations
Audit Rights
Customer Relationships
Marketing and Promotion
Training and Support
Record Keeping
Business Ethics
Anti-Corruption
Manufacturing
Wholesale Distribution
International Trade
Software and Technology
Professional Services
Financial Services
Real Estate
Industrial Equipment
Consumer Goods
Pharmaceuticals
Telecommunications
Legal
Sales
Business Development
Commercial Operations
Finance
Compliance
International Operations
Contract Administration
Account Management
Sales Director
Commercial Director
Business Development Manager
Legal Counsel
Contract Manager
Chief Commercial Officer
Sales Operations Manager
Territory Manager
Account Executive
Agency Relations Manager
Commercial Manager
International Business Manager
Regional Sales Manager
Chief Executive Officer
Managing Director
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