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Independent Sales Rep Contract
"I need an Independent Sales Rep Contract for appointing an exclusive sales representative to sell our industrial machinery products in Bavaria, Germany, starting March 1, 2025, with a graduated commission structure ranging from 5-8% based on sales volume."
1. Parties: Identification of the principal company and the independent sales representative, including full legal names, addresses, and registration details
2. Background: Context of the agreement and confirmation of the independent contractor relationship
3. Definitions: Key terms used throughout the agreement, including Territory, Products, Customers, Commission, etc.
4. Appointment and Territory: Scope of appointment, exclusivity/non-exclusivity, and defined geographical territory
5. Rights and Obligations of the Sales Representative: Core duties, reporting requirements, compliance with laws, and professional conduct expectations
6. Company's Rights and Obligations: Support, training, product information, and other obligations of the principal company
7. Commission Structure: Commission rates, calculation methods, payment terms, and conditions for earning commission
8. Intellectual Property and Confidentiality: Protection of company IP, trade secrets, and confidential information
9. Term and Termination: Duration, renewal terms, and grounds for termination as per HGB requirements
10. Post-Termination Obligations: Including return of materials, final commission payments, and statutory compensation rights
11. Independent Contractor Status: Clear statement of independent status and tax/social security responsibilities
12. Governing Law and Jurisdiction: Confirmation of German law application and jurisdiction for disputes
1. Non-Compete Obligations: Restrictions during and after the agreement term, used when protecting specific business interests
2. Customer Protection: Specific provisions for protecting customer relationships, relevant for established customer bases
3. Performance Targets: Specific sales targets and consequences of meeting/missing them, used for performance-based relationships
4. Marketing and Advertising: Guidelines for marketing activities, used when rep has significant marketing responsibilities
5. Sub-agents: Provisions regarding the appointment of sub-agents, relevant if allowed by the principal
6. Insurance Requirements: Specific insurance coverage requirements, relevant for high-value products or services
7. Data Protection: Detailed GDPR compliance provisions, necessary when handling significant personal data
8. Product Training: Specific training requirements and procedures, relevant for technical or complex products
1. Schedule 1 - Territory Description: Detailed description of geographical territory and any excluded areas
2. Schedule 2 - Product List: Comprehensive list of products/services the representative is authorized to sell
3. Schedule 3 - Commission Rates: Detailed commission structure, including any variations by product or customer type
4. Schedule 4 - Reporting Templates: Standard forms for activity reports and commission calculations
5. Schedule 5 - Customer List: List of existing customers and any special arrangements
6. Schedule 6 - Sales Targets: Specific performance targets and evaluation criteria
7. Appendix A - Code of Conduct: Company's standard business conduct requirements
8. Appendix B - Marketing Guidelines: Approved marketing practices and brand usage guidelines
Authors
Manufacturing
Wholesale Trade
Industrial Equipment
Consumer Goods
Technology
Medical Devices
Automotive
Chemical Industry
Construction Materials
Professional Services
Software and IT
Telecommunications
Fashion and Apparel
Food and Beverage
Sales
Legal
Business Development
Commercial Operations
Contract Administration
Channel Management
International Business
Sales Operations
Compliance
Finance
Sales Director
Commercial Director
Business Development Manager
Regional Sales Manager
Head of Sales
Legal Counsel
Contracts Manager
Sales Operations Manager
Channel Manager
Chief Commercial Officer
VP of Sales
Independent Sales Representative
Sales Agent
Territory Manager
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