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Intermediary Commission Agreement
"I need an Intermediary Commission Agreement for my tech company based in Manila, appointing a sales agent to sell our software products in the Visayas region with a 15% commission structure, starting March 1, 2025, with exclusive territory rights."
1. Parties: Identification and details of the Principal and the Intermediary, including their legal names, registration numbers, and registered addresses
2. Background: Context of the agreement, brief description of the parties' businesses, and their intention to enter into an intermediary arrangement
3. Definitions: Definitions of key terms used throughout the agreement, including 'Services', 'Commission', 'Territory', 'Customers', etc.
4. Appointment and Scope: Terms of the Intermediary's appointment, whether exclusive or non-exclusive, and detailed scope of authorized services
5. Term and Termination: Duration of the agreement, renewal terms, and conditions for termination by either party
6. Commission Structure: Detailed explanation of commission rates, calculation methods, and payment terms
7. Obligations of the Intermediary: Intermediary's duties, performance standards, reporting requirements, and compliance obligations
8. Obligations of the Principal: Principal's responsibilities, support to be provided, and information sharing requirements
9. Intellectual Property Rights: Protection and usage rights of trademarks, logos, and other intellectual property
10. Confidentiality: Provisions for protecting confidential information and trade secrets
11. Data Protection: Compliance with Philippine Data Privacy Act and data handling requirements
12. Liability and Indemnification: Limitation of liability and mutual indemnification provisions
13. General Provisions: Standard clauses including governing law, dispute resolution, force majeure, and notices
1. Non-Competition: Restrictions on competing activities during and after the agreement term - include when protecting market position is crucial
2. Training and Support: Details of training and support provided by the Principal - include when significant training is required
3. Marketing and Promotion: Guidelines for marketing activities and brand representation - include when Intermediary will conduct marketing
4. Insurance Requirements: Specific insurance coverage requirements - include when services involve significant risks
5. Compliance with Industry Regulations: Specific regulatory compliance requirements - include when operating in regulated industries
6. Performance Targets: Specific performance metrics and consequences - include when implementing performance-based arrangements
7. Sub-contractors: Terms for engaging sub-contractors - include when sub-contracting is permitted
1. Schedule A - Commission Rates: Detailed commission rates, tiers, and calculation methods
2. Schedule B - Territory: Defined geographical areas or market segments where Intermediary is authorized to operate
3. Schedule C - Approved Products/Services: List of products or services covered by the agreement
4. Schedule D - Reporting Templates: Standard formats for activity reports and commission calculations
5. Schedule E - Service Level Requirements: Detailed performance standards and metrics
6. Appendix 1 - Required Documentation: List of required licenses, permits, and compliance documents
7. Appendix 2 - Operating Procedures: Detailed procedures for service delivery and communication protocols
Authors
Applicable Laws
Approved Products
Business Day
Commission
Confidential Information
Customer
Effective Date
Force Majeure Event
Intellectual Property Rights
Intermediary Services
Net Sales
Payment Period
Performance Targets
Principal
Products
Quarter
Relevant Market
Representatives
Sales Report
Services
Term
Territory
Trade Marks
Transaction
Valid Claim
Working Hours
Year
Commission Period
Gross Sales Value
Target Market
Qualified Lead
Reporting Period
Sales Documentation
Commission Rate
Permitted Purpose
Related Entity
Material Breach
Termination Date
Commencement Date
Scope of Authority
Territory
Exclusivity
Commission
Payment Terms
Performance Obligations
Reporting Requirements
Representations and Warranties
Confidentiality
Intellectual Property
Non-Competition
Non-Solicitation
Data Protection
Record Keeping
Audit Rights
Term
Termination
Force Majeure
Assignment
Indemnification
Limitation of Liability
Insurance
Notices
Entire Agreement
Amendment
Severability
Governing Law
Dispute Resolution
Compliance with Laws
Anti-Corruption
Independent Contractor
Marketing and Promotion
Training and Support
Subcontracting
Good Faith
Waiver
Cost and Expenses
Third Party Rights
Language
Financial Services
Real Estate
Insurance
Manufacturing
Retail
Technology
Professional Services
Telecommunications
Export/Import
Healthcare
Consumer Goods
Construction
Legal
Sales
Finance
Compliance
Operations
Business Development
Commercial
Risk Management
Contract Administration
Partner Relations
Sales Director
Business Development Manager
Legal Counsel
Commercial Director
Finance Manager
Compliance Officer
Operations Manager
Channel Partner Manager
Sales Operations Manager
Contract Administrator
Chief Commercial Officer
Risk Manager
Regional Sales Manager
Agency Relations Manager
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