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1. Parties: Identification and details of the Principal and Agent
2. Background: Context of the appointment and relationship between parties
3. Definitions: Key terms used throughout the agreement
4. Appointment and Scope: Terms of appointment and scope of agency authority
5. Duration: Term of the agreement, including commencement date
6. Duties and Responsibilities: Obligations of both Principal and Agent
7. Compensation: Commission structure and payment terms
8. Intellectual Property Rights: Protection and usage of intellectual property
9. Confidentiality: Protection of confidential information and trade secrets
10. Compliance: Obligations to comply with applicable laws and regulations
11. Termination: Conditions and process for ending the agreement
12. Dispute Resolution: Process for resolving disputes between parties
13. General Provisions: Standard boilerplate clauses including governing law, notices, and amendments
1. Territory Rights: Geographic limitations of agency authority, used when agent's authority is limited to specific regions
2. Non-Compete: Restrictions on competitive activities, used when protecting market position is crucial
3. Performance Targets: Specific goals and metrics for the agent, used when performance-based relationship is desired
4. Training Requirements: Mandatory training or certification requirements, used when specific qualifications are needed
5. Data Protection: Specific obligations under PDPA, used when personal data processing is involved
6. Insurance: Insurance requirements and obligations, used when specific coverage is required
1. Schedule 1 - Commission Structure: Detailed breakdown of commission calculations and tiers
2. Schedule 2 - Territory Map: Geographic representation of agent's authorized territory
3. Schedule 3 - Product List: List of products/services covered by the agency
4. Schedule 4 - Performance Metrics: Detailed KPIs and measurement criteria
5. Schedule 5 - Standard Operating Procedures: Operational guidelines and processes
6. Schedule 6 - Compliance Requirements: Specific regulatory requirements and compliance procedures
Authority and Scope
Term and Duration
Territory
Duties and Obligations
Commission and Payment
Performance Requirements
Non-Competition
Non-Solicitation
Confidentiality
Intellectual Property
Representations and Warranties
Training and Support
Reporting Requirements
Record Keeping
Compliance with Laws
Indemnification
Insurance
Termination
Force Majeure
Assignment
Relationship of Parties
Notices
Entire Agreement
Amendment
Severability
Waiver
Governing Law
Dispute Resolution
Data Protection
Sub-Agents
Marketing and Promotion
Quality Control
Audit Rights
Anti-Bribery and Corruption
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