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Sales Agency Agreement With Trademarks protection

This template outlines an agreement between a Principal and an Agent for the sale of goods or services, including vital clauses for trademark protection. It is suitable for businesses expanding their sales reach through third-party agents while safeguarding their brand.

Updated 15d ago
sales agreementagency agreementtrademark protectiondistributionSMEequity-fundingcommercial law

Company Letterhead

{{company_name}}

{{company_address}}

Phone: {{company_phone}} | Email: {{company_email}} | Website: {{company_website}}

SALES AGENCY AGREEMENT

This Sales Agency Agreement (“Agreement”) is made and entered into on this {{date_of_agreement}} by and between:

{{principal_company_name}}, a company duly incorporated under the laws of {{principal_country}}, with its principal place of business at {{principal_company_address}} (hereinafter referred to as the “Principal”);

AND

{{agent_company_name}}, a company duly incorporated under the laws of {{agent_country}}, with its principal place of business at {{agent_company_address}} (hereinafter referred to as the “Agent”).

Collectively referred to as the “Parties” and individually as a “Party”.

1. Appointment of Agent

The Principal hereby appoints the Agent as its non-exclusive/exclusive (delete as applicable) sales agent for the promotion and sale of the Principal’s products/services, as detailed in Schedule A (hereinafter referred to as the “Products”), within the territory of {{territory}} (hereinafter referred to as the “Territory”). The Agent accepts such appointment and agrees to diligently perform its obligations hereunder.

2. Agent's Responsibilities

The Agent shall, at its own expense, use its best endeavors to promote, market, and sell the Products within the Territory. The Agent shall:

a. Maintain a professional and courteous relationship with customers and prospective customers.

b. Not make any representations, warranties, or guarantees concerning the Products other than those authorized by the Principal.

c. Provide regular sales reports to the Principal as per Schedule B.

d. Comply with all applicable laws and regulations in the Territory concerning the sale of the Products.

3. Commission and Payment Terms

The Principal shall pay the Agent a commission of {{commission_percentage}}% on the net sales revenue generated from the sale of Products by the Agent within the Territory. Commission shall be calculated and paid {{payment_frequency}} (e.g., monthly, quarterly) based on invoices submitted by the Agent and approved by the Principal. Payment terms are net {{payment_days}} days from the date of invoice approval.

4. Trademark Protection

The Agent acknowledges that all trademarks, trade names, logos, copyrights, and other intellectual property rights associated with the Products (hereinafter collectively referred to as the “Trademarks”) are the sole and exclusive property of the Principal. The Agent shall:

a. Not use the Trademarks in any manner that may be detrimental to the Principal’s reputation or goodwill.

b. Not register, or attempt to register, any Trademarks or similar marks in its own name.

c. Notify the Principal immediately of any actual or suspected infringement of the Trademarks by third parties.

d. Cease all use of the Trademarks upon termination of this Agreement and destroy any materials bearing the Trademarks as directed by the Principal.

5. Term and Termination

This Agreement shall commence on {{start_date}} and continue for a period of {{agreement_duration}} years/months, unless terminated earlier in accordance with the provisions herein. Either Party may terminate this Agreement by providing {{notice_period}} days’ written notice to the other Party in the event of a material breach of any terms herein, which breach remains uncured after {{cure_period}} days from receipt of written notice.

6. Governing Law and Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of {{governing_law_country}}. Any dispute, controversy, or claim arising out of or relating to this Agreement, or the breach, termination, or invalidity thereof, shall be settled by arbitration in accordance with the rules of {{arbitration_institution}} in {{arbitration_city}}, {{arb_country}}. The language of the arbitration shall be English.

7. Confidentiality

Both Parties agree to keep confidential all non-public information disclosed by one Party to the other during the term of this Agreement, including but not limited to business plans, customer lists, pricing strategies, and product development information. This obligation of confidentiality shall survive the termination of this Agreement for a period of {{confidentiality_period}} years.

Signatures

IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the date first written above.

FOR THE PRINCIPAL:

___________________________

Signature

Name: {{principal_signatory_name}}

Title: {{principal_signatory_title}}

FOR THE AGENT:

___________________________

Signature

Name: {{agent_signatory_name}}

Title: {{agent_signatory_title}}

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