Non Exclusive Sales Representative Agreement for the United States

Non Exclusive Sales Representative Agreement Template for United States

A Non-Exclusive Sales Representative Agreement is a legal contract used in the United States that establishes a relationship between a company and an independent sales representative. The agreement defines the terms under which the representative can sell products or services while maintaining the company's right to engage other representatives in the same territory. It covers commission structures, territories, responsibilities, and maintains compliance with federal and state sales representative laws.

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What is a Non Exclusive Sales Representative Agreement?

The Non-Exclusive Sales Representative Agreement is essential for businesses looking to expand their sales reach without committing to exclusive territories or relationships. This contract type is commonly used across the United States when companies want to maintain flexibility in their sales channels while clearly defining the relationship with their representatives. It addresses crucial elements such as commission structures, performance expectations, territory definitions, and compliance with both federal and state regulations. The agreement helps protect both parties by clearly outlining rights, responsibilities, and termination conditions while maintaining the independent contractor status of the representative.

What sections should be included in a Non Exclusive Sales Representative Agreement?

1. Parties: Identification and details of the principal company and sales representative

2. Background: Context of the agreement and basic premises of the relationship

3. Definitions: Key terms used throughout the agreement

4. Appointment and Scope: Terms of appointment, non-exclusive nature, and territory definition

5. Duties and Responsibilities: Obligations of the sales representative

6. Commission Structure: Payment terms, rates, and calculation methods

7. Term and Termination: Duration and conditions for ending the agreement

8. Independent Contractor Status: Clarification of relationship and tax implications

9. Governing Law: Applicable jurisdiction and dispute resolution

What sections are optional to include in a Non Exclusive Sales Representative Agreement?

1. Training and Support: Details of training provided by principal to the sales representative

2. Performance Targets: Specific sales goals and metrics that the representative must achieve

3. Marketing Materials: Use and distribution of promotional materials by the representative

4. Insurance Requirements: Specific insurance coverage requirements for the sales representative

What schedules should be included in a Non Exclusive Sales Representative Agreement?

1. Schedule A - Territory Definition: Detailed description of geographic territory covered by the agreement

2. Schedule B - Product List: Comprehensive list of products/services covered by the agreement

3. Schedule C - Commission Rates: Detailed commission structure and calculations for different products/services

4. Schedule D - Performance Metrics: Specific performance targets and evaluation criteria for the representative

5. Schedule E - Reporting Templates: Required reporting formats and templates for sales activity

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

United States

Publisher

Genie AI

Document Type

Sale Agreement

Cost

Free to use
Clauses
Industries

Federal Trade Commission Regulations: Federal regulations governing trade practices, consumer protection, and fair competition that must be considered in the sales representative agreement

Fair Labor Standards Act: Federal law establishing standards for wage, overtime pay, and worker classification that may impact the sales representative relationship

Internal Revenue Code: Federal tax laws affecting independent contractor classification, tax withholding, and reporting requirements

Anti-Trust Laws: Sherman Act and Clayton Act provisions governing competition, market restrictions, and pricing practices

State Sales Representative Protection Laws: State-specific statutes protecting sales representatives' rights, particularly regarding commission payments and termination

State Labor Laws: State-specific regulations governing employment relationships, worker classification, and labor rights

State Independent Contractor Regulations: State-specific rules defining and governing independent contractor relationships and classifications

State Non-Compete Laws: State-specific restrictions and requirements regarding non-compete and non-solicitation provisions

Uniform Commercial Code: Standardized commercial laws adopted by states governing business transactions and contracts

Independent Contractor Status Requirements: Legal requirements for establishing and maintaining valid independent contractor relationships, including control and autonomy provisions

Commission Structure Regulations: Legal requirements governing commission payments, terms, rates, and post-termination obligations

Territory and Product Line Requirements: Legal considerations for defining geographic territories, product specifications, and non-exclusivity provisions

Termination Provisions: Legal requirements for contract duration, termination conditions, and notice requirements

Intellectual Property Protection: Legal requirements for trademark usage, confidentiality provisions, and trade secrets protection

Compliance Requirements: Regulatory compliance obligations, including reporting requirements and record-keeping obligations

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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