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International Agency Agreement
"I need an International Agency Agreement under German law for appointing an exclusive agent to sell our industrial machinery in the Benelux countries, with a commission structure of 10% on net sales and minimum performance requirements of €2M annual sales starting March 2025."
1. Parties: Identification of the Principal and Agent with full legal names, registration details, and addresses
2. Background: Context of the agreement, brief description of the parties' businesses, and their intention to enter into an agency relationship
3. Definitions: Definitions of key terms used throughout the agreement, including Products, Territory, Customers, etc.
4. Appointment and Territory: Formal appointment of the agent, specification of territorial scope, and exclusivity status
5. Agent's Rights and Obligations: Detailed description of agent's duties, responsibilities, and rights in representing the principal
6. Principal's Rights and Obligations: Principal's commitments, support obligations, and information provision requirements
7. Commission Structure: Detailed commission calculations, payment terms, and conditions for commission entitlement
8. Reporting and Accounting: Requirements for sales reporting, documentation, and accounting procedures
9. Intellectual Property: Usage rights and restrictions regarding principal's trademarks, logos, and other IP
10. Confidentiality: Obligations regarding confidential information and trade secrets
11. Term and Termination: Duration of agreement, renewal terms, and termination provisions including notice periods
12. Post-Termination: Obligations and rights after termination, including compensation claims and handover requirements
13. Data Protection: GDPR compliance measures and data handling requirements
14. Governing Law and Jurisdiction: Specification of German law as governing law and jurisdiction for disputes
1. Non-Competition: Restrictions on agent's activities during and after the agreement term - optional but common in German agency agreements
2. Marketing and Promotion: Specific requirements for marketing activities and cost allocation - include if agent has marketing responsibilities
3. Training Requirements: Training obligations and procedures - include if specific product knowledge or certification is required
4. Minimum Performance Requirements: Sales targets and consequences of non-achievement - include if specific performance metrics are essential
5. Insurance: Insurance requirements and liability coverage - important for high-value products or regulated industries
6. Compliance with Local Laws: Specific compliance requirements - particularly relevant if territory spans multiple countries
7. Force Majeure: Provisions for extraordinary circumstances - increasingly important post-COVID
8. Bank Guarantee: Requirements for financial security - include if agent handles payments or requires significant principal investment
1. Schedule 1: Products: Detailed list of products or services covered by the agency agreement
2. Schedule 2: Territory Definition: Detailed description of geographical territory including any excluded areas
3. Schedule 3: Commission Rates: Detailed commission structure, including any variations by product or customer type
4. Schedule 4: Reporting Templates: Standard forms for regular reporting and documentation requirements
5. Schedule 5: Trademark Usage Guidelines: Guidelines for use of principal's trademarks and branding
6. Appendix A: Key Performance Indicators: Detailed performance metrics and evaluation criteria
7. Appendix B: Technical Requirements: Any technical specifications or requirements for agent's operations
8. Appendix C: Compliance Procedures: Detailed compliance requirements and procedures
Authors
Manufacturing
Industrial Equipment
Consumer Goods
Technology and Software
Pharmaceuticals
Automotive
Chemical Industry
Medical Devices
Fashion and Textiles
Construction Materials
Agricultural Products
Professional Services
Telecommunications
Renewable Energy
Legal
Sales
Business Development
International Operations
Commercial Operations
Compliance
Contract Administration
Finance
Export
Risk Management
Commercial Director
Sales Director
Business Development Manager
Legal Counsel
International Sales Manager
Contract Manager
Chief Commercial Officer
Export Manager
Regional Sales Director
Compliance Officer
General Counsel
Managing Director
Head of International Business
Chief Executive Officer
Sales Operations Manager
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