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Sales And Marketing Outsourcing Agreement
"I need a Sales and Marketing Outsourcing Agreement for my Saudi-based technology company to engage a digital marketing agency for handling our complete online presence and e-commerce sales channels, with strict data protection provisions and performance-based compensation structure starting March 2025."
1. Parties: Identification of the principal company and the outsourcing service provider, including full legal names, commercial registration numbers, and addresses
2. Background: Context of the agreement, including brief description of both businesses and the purpose of the outsourcing arrangement
3. Definitions: Detailed definitions of key terms used throughout the agreement
4. Appointment and Scope of Services: Details of the appointment of the service provider and comprehensive description of sales and marketing services to be provided
5. Term and Renewal: Duration of the agreement and conditions for renewal
6. Service Provider's Obligations: Detailed responsibilities and commitments of the service provider in delivering the services
7. Principal's Obligations: Responsibilities and commitments of the principal company
8. Performance Metrics and KPIs: Specific performance indicators and targets that the service provider must meet
9. Compensation and Payment Terms: Fee structure, payment schedule, and related financial terms
10. Intellectual Property Rights: Ownership and usage rights of trademarks, marketing materials, and other IP
11. Confidentiality: Provisions for protecting confidential information of both parties
12. Data Protection and Privacy: Compliance with Saudi data protection laws and handling of customer data
13. Compliance with Laws: Obligation to comply with Saudi laws, including marketing regulations and Sharia principles
14. Termination: Grounds and procedures for termination of the agreement
15. Post-Termination Obligations: Responsibilities and restrictions after agreement termination
16. Dispute Resolution: Procedures for resolving disputes, including jurisdiction and applicable law
17. General Provisions: Standard boilerplate clauses including notices, amendments, and entire agreement
1. Territory Exclusivity: Used when granting exclusive rights to the service provider in specific geographic areas
2. Non-Competition: Include when restricting the service provider from working with competitors
3. Training and Support: Include when the principal will provide specific training or support to the service provider
4. Insurance Requirements: Detailed insurance obligations when specific coverage is required
5. Force Majeure: Include specific force majeure provisions for high-risk regions or activities
6. Marketing Guidelines and Brand Standards: Include when strict adherence to brand guidelines is required
7. Warranty and Indemnification: Enhanced warranties and indemnities for high-value or high-risk services
8. Subcontracting Rights: Include when subcontracting needs to be specifically addressed
9. Change Control Procedure: Include for complex service arrangements requiring formal change management
1. Schedule 1 - Scope of Services: Detailed description of all sales and marketing services to be provided
2. Schedule 2 - Service Levels and KPIs: Detailed performance metrics, measurement methods, and reporting requirements
3. Schedule 3 - Fee Schedule: Detailed breakdown of fees, commission structures, and payment calculations
4. Schedule 4 - Approved Marketing Materials: List of pre-approved marketing materials and templates
5. Schedule 5 - Territory Definition: Detailed description of geographic areas covered by the agreement
6. Schedule 6 - Reporting Requirements: Templates and specifications for required reports
7. Schedule 7 - Key Personnel: List of key personnel from both parties responsible for managing the relationship
8. Appendix A - Brand Guidelines: Detailed brand usage guidelines and requirements
9. Appendix B - Compliance Checklist: Checklist of regulatory and Sharia compliance requirements
Authors
Applicable Laws
Approved Marketing Materials
Business Day
Commencement Date
Confidential Information
Customer
Customer Data
Deliverables
Effective Date
Force Majeure Event
Good Industry Practice
Initial Term
Intellectual Property Rights
Key Performance Indicators
Marketing Services
Marketing Strategy
Performance Metrics
Personal Data
Principal
Principal Materials
Quarterly Business Review
Renewal Term
Reports
Sales Services
Sales Targets
Service Fees
Service Levels
Service Provider
Service Provider Personnel
Services
Sharia Compliant
Social Media Accounts
Target Market
Term
Territory
Third Party
Trademarks
Working Hours
Scope of Services
Term and Renewal
Service Provider Obligations
Principal Obligations
Performance Standards
Service Levels
Fees and Payment
Invoicing
Confidentiality
Data Protection
Intellectual Property
Non-Competition
Non-Solicitation
Warranties
Representations
Indemnification
Limitation of Liability
Force Majeure
Insurance
Compliance with Laws
Anti-Corruption
Termination
Exit Management
Assignment
Subcontracting
Notices
Governing Law
Dispute Resolution
Entire Agreement
Amendment
Severability
Waiver
Third Party Rights
Counterparts
Authority
Territory
Exclusivity
Reporting
Audit Rights
Personnel
Brand Protection
Marketing Standards
Commission Structure
Quality Control
Record Keeping
Regulatory Compliance
Sharia Compliance
Retail
Consumer Goods
Technology
Manufacturing
Healthcare
Financial Services
Telecommunications
Real Estate
Automotive
E-commerce
Professional Services
Education
Hospitality
Industrial Products
Legal
Marketing
Sales
Procurement
Compliance
Operations
Business Development
Finance
Risk Management
Commercial
Chief Executive Officer
Chief Marketing Officer
Chief Sales Officer
Chief Commercial Officer
Head of Legal
Commercial Director
Procurement Manager
Business Development Manager
Marketing Director
Sales Director
Legal Counsel
Compliance Officer
Operations Manager
Contract Manager
Partnership Manager
Vendor Relations Manager
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