Sales Agency Agreement With Trademarks protection

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 this {{day}} day of {{month}}, {{year}}, 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 “Principal”),

AND

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

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

1. APPOINTMENT OF AGENT

1.1. The Principal hereby appoints the Agent as its non-exclusive/exclusive (delete as applicable) sales agent for the sale of the Principal’s products, as described in Schedule A (hereinafter referred to as “Products”), within the territory of {{territory}} (hereinafter referred to as “Territory”).

1.2. The Agent accepts this appointment and agrees to use its best efforts to promote and sell the Products within the Territory in accordance with the terms and conditions of this Agreement.

2. DUTIES OF THE AGENT

2.1. The Agent shall actively market and solicit orders for the Products within the Territory.

2.2. The Agent shall provide regular reports to the Principal on sales activities, market conditions, and competition, as reasonably requested by the Principal.

2.3. The Agent shall not make any representations or warranties concerning the Products other than those authorized by the Principal.

2.4. The Agent shall conduct its business in a manner that reflects favorably on the Products and the goodwill of the Principal.

3. TRADEMARK PROTECTION AND USAGE

3.1. The Agent acknowledges that the Principal is the sole and exclusive owner of all trademarks, trade names, service marks, logos, and other intellectual property rights associated with the Products (hereinafter collectively referred to as “Trademarks”).

3.2. The Principal grants the Agent a non-exclusive, non-transferable, revocable license to use the Trademarks solely for the purpose of marketing and selling the Products within the Territory during the term of this Agreement.

3.3. The Agent shall not use the Trademarks in any manner that may be detrimental to the Principal’s reputation or goodwill.

3.4. The Agent shall not register, or attempt to register, any of the Trademarks or any confusingly similar marks in any jurisdiction.

3.5. The Agent shall promptly notify the Principal of any actual or suspected infringement of the Trademarks that comes to its attention. The Principal shall have sole discretion in taking any action against such infringement.

3.6. Upon termination of this Agreement, the Agent shall immediately cease all use of the Trademarks and return all materials bearing the Trademarks to the Principal.

4. COMMISSION AND PAYMENT

4.1. The Principal shall pay the Agent a commission of {{commission_percentage}}% on the net sales price of all Products sold by the Agent within the Territory and accepted by the Principal.

4.2. Commissions shall be calculated on a monthly basis and paid within {{payment_days}} days of the end of each month, accompanied by a detailed statement of sales.

4.3. All payments will be made in {{currency}}.

5. TERM AND TERMINATION

5.1. This Agreement shall commence on {{start_date}} and continue for a period of {{agreement_term}} unless terminated earlier in accordance with the provisions herein.

5.2. Either Party may terminate this Agreement by providing {{notice_period}} days’ written notice to the other Party.

5.3. Either Party may terminate this Agreement immediately upon written notice if the other Party commits a material breach of this Agreement and fails to cure such breach within {{cure_period}} days of receiving written notice thereof.

6. GOVERNING LAW AND DISPUTE RESOLUTION

6.1. This Agreement shall be governed by and construed in accordance with the laws of {{country}}.

6.2. 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}}, {{country}}, in accordance with the rules of the {{arbitration_body}}.

7. CONFIDENTIALITY

7.1. Both Parties agree to keep confidential all proprietary and confidential information disclosed by one Party to the other during the term of this Agreement.

7.2. This obligation of confidentiality shall survive the termination of this Agreement for a period of {{confidentiality_period}} years.

8. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior agreements, understandings, and negotiations, whether oral or written.

Signature Block

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

**FOR THE PRINCIPAL:**

_____________________________

Name: {{principal_signatory_name}}

Title: {{principal_signatory_title}}

Date: {{principal_signature_date}}

**FOR THE AGENT:**

_____________________________

Name: {{agent_signatory_name}}

Title: {{agent_signatory_title}}

Date: {{agent_signature_date}}