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1. Parties: Identification of the principal company and the sales representative, including full legal names, registration numbers, and addresses
2. Background: Context of the agreement and brief description of the business relationship
3. Definitions: Key terms used throughout the agreement, including Products, Territory, Customers, Commission, etc.
4. Appointment and Scope: Formal appointment of the sales representative and definition of their role and territory
5. Rights and Obligations of Sales Representative: Core duties, reporting requirements, and standards of performance
6. Rights and Obligations of Principal: Company's commitments, support provided, and information sharing requirements
7. Commission Structure: Detailed commission calculations, payment terms, and conditions for earning commission
8. Intellectual Property Rights: Protection of company's IP and usage rights granted to representative
9. Confidentiality: Obligations regarding confidential information and trade secrets
10. Term and Termination: Duration of agreement, notice periods, and grounds for termination
11. Post-Termination Obligations: Return of materials, handover requirements, and final commission payments
12. Governing Law and Jurisdiction: Confirmation of Dutch law application and dispute resolution process
1. Non-Compete Clause: Restrictions on competing activities during and after the agreement - optional but common, must comply with Dutch competition law
2. Minimum Performance Requirements: Specific sales targets or KPIs - include when performance metrics are crucial
3. Marketing and Advertising: Guidelines for promotional activities - relevant when rep has marketing responsibilities
4. Training Requirements: Mandatory training programs - include when specific product knowledge is required
5. Insurance Requirements: Professional liability insurance obligations - important for high-value products
6. Data Protection Compliance: Detailed GDPR compliance measures - essential when handling significant customer data
7. Sub-agents: Rules for appointing sub-agents - include when sub-agents might be needed
8. Customer Support Obligations: After-sales service requirements - relevant for technical products
1. Schedule 1 - Territory Description: Detailed definition of geographical area or customer segments
2. Schedule 2 - Product List: Complete list of products/services covered by the agreement
3. Schedule 3 - Commission Rates: Detailed commission structure, including any variations by product or customer
4. Schedule 4 - Sales Targets: Specific performance metrics and evaluation criteria
5. Schedule 5 - Reporting Templates: Standard forms for sales reports and activity logging
6. Appendix A - Company Policies: Relevant company policies that apply to sales representatives
7. Appendix B - Customer Management Procedures: Guidelines for customer interaction and management
8. Appendix C - Expense Policy: Rules and procedures for expense claims and reimbursement
Affiliate
Business Day
Commission
Confidential Information
Customer
Effective Date
Force Majeure
Good Industry Practice
Intellectual Property Rights
Net Sales
Order
Products
Principal
Quarter
Sales Representative
Sales Target
Services
Territory
Term
Termination Date
Trade Secrets
Working Hours
Year
Competition
Sub-agent
Purchase Order
Marketing Materials
Sales Report
Commission Period
Customer Data
Dispute
Goodwill Compensation
Material Breach
Notice
Performance Metrics
Prohibited Activities
Related Parties
Sales Documentation
Target Market
Valid Order
Territory
Exclusivity
Commission
Payment Terms
Performance Requirements
Reporting Obligations
Training
Marketing Support
Non-Competition
Non-Solicitation
Confidentiality
Data Protection
Intellectual Property
Representations and Warranties
Indemnification
Insurance
Term
Termination
Force Majeure
Assignment
Notices
Entire Agreement
Severability
Amendments
Waiver
Governing Law
Dispute Resolution
Compliance with Laws
Record Keeping
Customer Relations
Product Returns
Expense Reimbursement
Sub-Contracting
Goodwill Compensation
Post-Termination Obligations
Authority and Capacity
Independent Contractor Status
Manufacturing
Technology
Consumer Goods
Industrial Equipment
Software and SaaS
Medical Devices
Professional Services
Wholesale Distribution
Telecommunications
Construction Materials
Financial Services
Pharmaceuticals
Sales
Legal
Human Resources
Finance
Compliance
Business Development
Commercial Operations
Contract Administration
Risk Management
Sales Operations
Sales Director
Commercial Director
Business Development Manager
Sales Operations Manager
Legal Counsel
Compliance Officer
HR Director
Finance Manager
Contract Manager
Territory Manager
Sales Representative
Account Executive
Chief Commercial Officer
Regional Sales Manager
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