{{company_name}}
{{company_address}}
Phone: {{phone}} | Email: {{email}} | Web: {{website}}
Manufacturing Representative Agreement
Manufacturing Representative Agreement
{{company_name}} {{company_address}} Phone: {{company_phone_number}} Email: {{company_email}} Website: {{company_website}}
MANUFACTURING REPRESENTATIVE AGREEMENT
This Manufacturing Representative Agreement ("Agreement") is made and entered into as of this {{day}} day of {{month}}, {{year}}, by and between {{company_name}}, a company duly organized and existing under the laws of {{country_of_incorporation}}, with its principal place of business at {{company_address}} ("Principal"), and {{representative_name}}, an individual/company duly organized and existing under the laws of {{representative_country_of_incorporation}}, with its principal place of business at {{representative_address}} ("Representative").
WHEREAS, Principal is engaged in the business of manufacturing and selling {{product_category}} products.
WHEREAS, Representative is experienced in marketing and sales and desires to represent Principal's products within the agreed territory.
NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein, the parties agree as follows:
1. Appointment and Acceptance
Principal hereby appoints Representative as its non-exclusive/exclusive representative to solicit orders for the products listed in Schedule A (the "Products") within the territory defined as {{territory}} (the "Territory").
Representative hereby accepts such appointment and agrees to use its best efforts to promote the sale of the Products in the Territory in accordance with the terms and conditions of this Agreement.
2. Term of Agreement
This Agreement shall commence on {{start_date}} and shall continue for a period of {{term_duration}} years/months, unless terminated earlier in accordance with the provisions of Clause 9 herein.
3. Duties and Responsibilities of Representative
The Representative shall:
a. Diligently promote, market, and solicit orders for the Products within the Territory.
b. Maintain regular contact with potential and existing customers.
c. Provide Principal with regular reports on sales activities, market conditions, and competitor activities, as reasonably requested.
d. Conduct all activities in a professional manner and in accordance with Principal's ethical guidelines and applicable laws.
e. Not make any representations, warranties, or guarantees concerning the Products other than those authorized by Principal.
4. Duties and Responsibilities of Principal
The Principal shall:
a. Provide Representative with necessary samples, brochures, price lists, and technical information regarding the Products.
b. Process all orders secured by Representative promptly and efficiently.
c. Pay commissions to Representative in accordance with Clause 5 herein.
d. Provide reasonable support and training to Representative as needed.
5. Commission
Principal shall pay Representative a commission of {{commission_percentage}}% of the net sales price of all Products sold by Principal to customers within the Territory as a direct result of Representative's efforts. "Net sales price" shall mean the invoiced price less any returns, allowances, discounts, or taxes.
Commissions shall be calculated on a {{payment_frequency}} basis and paid within {{payment_days}} days of the end of each {{payment_frequency}} period.
Representative shall be solely responsible for any taxes levied on commissions received.
6. Independent Contractor Status
Representative is and shall remain an independent contractor. Nothing in this Agreement shall be construed to create an employer-employee relationship, partnership, or joint venture between Principal and Representative.
Representative shall not have the authority to bind Principal to any obligation or contract.
7. Confidentiality
During the term of this Agreement and for a period of {{confidentiality_period}} years thereafter, Representative shall keep confidential all non-public information concerning Principal's business, products, and customers.
This obligation shall not apply to information that is publicly known, independently developed by Representative, or required to be disclosed by law.
8. Intellectual Property
Representative acknowledges that all intellectual property rights related to the Products, including trademarks, copyrights, and patents, are and shall remain the sole property of Principal.
9. Termination
This Agreement may be terminated by either party by giving not less than {{notice_period}} days' written notice to the other party.
Either party may terminate this Agreement immediately upon written notice if the other party commits a material breach of this Agreement and fails to remedy such breach within {{cure_period}} days after receiving written notice thereof.
10. Governing Law and Dispute Resolution
This Agreement shall be governed by and construed in accordance with the laws of {{governing_country}}.
Any dispute arising out of or in connection with this Agreement, including any question regarding its existence, validity, or termination, shall be referred to and finally resolved by arbitration in {{arbitration_city}}, {{arbitration_country}}, in accordance with the arbitration rules of {{arbitration_institution}}.
11. Entire Agreement
This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior discussions, negotiations, and agreements, whether oral or written.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written.
PRINCIPAL
_____________________________
By: {{principal_signatory_name}}
Title: {{principal_signatory_title}}
REPRESENTATIVE
_____________________________
By: {{representative_signatory_name}}
Title: {{representative_signatory_title}}
Related templates
Preliminary Acceptance of Product for Resale
This template is used by a reseller to formally acknowledge the preliminary acceptance of a product from a supplier, prior to final acceptance and payment. It outlines the terms of acceptance, inspection, and any initial discrepancies.
Diligence Confidentiality Protocol
Protocol governing handling, distribution, and destruction of confidential diligence materials.
Diligence Findings Memo
Internal diligence findings memo with material issues and recommended deal adjustments.
Non-Disclosure Agreement (Mutual M&A)
Mutual NDA tailored for M&A discussions with non-solicit and standstill optional.