Company Letterhead
{{company_name}}
{{company_address}}
Phone: {{phone}}
Email: {{email}}
Website: {{website}}
SALES AGENCY AGREEMENT
This Sales Agency Agreement (“Agreement”) is made and entered into on this {{day}} day of {{month}}, {{year}} (the “Effective Date”), by and between:
{{company_name}}, a company duly incorporated under the laws of {{country}}, with its principal place of business at {{company_address}} (hereinafter referred to as the “Principal”);
AND
{{agent_name}}, an individual residing at / a company duly incorporated under the laws of {{country}}, with its principal place of business at {{agent_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 sales agent to solicit orders for the Principal’s products/services (hereinafter referred to as “Products”) within the territory defined as {{territory}} (hereinafter referred to as the “Territory”).
The Agent accepts such appointment and agrees to use its best efforts to promote the sale of the Products in the Territory during the term of this Agreement.
2. TERM OF AGREEMENT
This Agreement shall commence on the Effective Date and shall continue for a period of {{term_length}} years/months, unless terminated earlier in accordance with the provisions of this Agreement.
This Agreement shall automatically renew for successive periods of {{renewal_period}} unless either Party provides written notice of non-renewal to the other Party at least {{notice_period}} days prior to the end of the then-current term.
3. AGENT'S RESPONSIBILITIES
The Agent shall:
a. Diligently promote and solicit orders for the Products within the Territory.
b. Conduct its business in a professional manner and in a way that reflects favorably on the Principal.
c. Not make any representations, warranties, or guarantees concerning the Products inconsistent with those made by the Principal.
d. Promptly forward all orders to the Principal for acceptance.
e. Maintain adequate records of its sales activities and make them available for inspection by the Principal upon reasonable notice.
f. Comply with all applicable laws and regulations in the performance of its duties under this Agreement.
4. PRINCIPAL'S RESPONSIBILITIES
The Principal shall:
a. Provide the Agent with necessary sales materials, samples, and product information.
b. Process and fulfill all orders submitted by the Agent in a timely manner.
c. Pay commissions to the Agent as set forth in Section 5.
d. Provide reasonable support and training to the Agent regarding the Products.
e. Inform the Agent of any changes in product pricing, specifications, or availability.
5. COMMISSION
The Principal shall pay the Agent a commission of {{commission_percentage}}% on the net sales price of all Products sold within the Territory through the efforts of the Agent.
Commissions shall be calculated on {{commission_basis}} (e.g., invoiced sales, paid sales) and paid to the Agent on a {{payment_frequency}} basis, within {{payment_days}} days of the end of each {{payment_period}}.
No commission shall be payable on returned goods, uncollectible accounts, or canceled orders.
6. INDEPENDENT CONTRACTOR
The Agent is an independent contractor and not an employee, partner, or joint venture of the Principal. The Agent shall be solely responsible for all income tax, social security contributions, and other employment-related liabilities.
The Agent shall not have the authority to bind the Principal to any contract or obligation.
7. CONFIDENTIALITY
Both Parties agree to keep confidential all non-public information received from the other Party during the term of this Agreement and for a period of {{confidentiality_period}} years thereafter.
8. TERMINATION
This Agreement may be terminated by either Party:
a. 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 of receiving written notice thereof.
b. By giving {{notice_period_termination}} days’ written notice to the other Party for any reason.
Upon termination, the Agent shall immediately cease all sales activities on behalf of the Principal and return all Principal's property.
9. GOVERNING LAW AND DISPUTE RESOLUTION
This Agreement shall be governed by and construed in accordance with the laws of {{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 {{city}}, in accordance with the arbitration rules of {{arbitration_institution}}.
10. ENTIRE AGREEMENT
This Agreement constitutes the entire agreement between the Parties and supersedes all prior discussions, negotiations, and agreements, whether oral or written, relating to the subject matter hereof.
Signature Block
IN WITNESS WHEREOF, the Parties have executed this Agreement on the date first written above.
___________________________ ___________________________
{{principal_signatory_name}} {{agent_signatory_name}}
For: {{company_name}} For: {{agent_name}}
Title: {{principal_signatory_title}} Title: {{agent_signatory_title}}
___________________________
Date: {{date}}
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