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Manufacturers Rep Agreement
"I need a Manufacturer's Rep Agreement for my German medical equipment company appointing an exclusive sales representative for Northern Germany, with mandatory quarterly sales targets and specialized product training requirements, to commence on March 1, 2025."
1. Parties: Identification of the manufacturer and the representative, including 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 a manufacturer's representative relationship
3. Definitions: Key terms used throughout the agreement, including Products, Territory, Customers, Commission, etc.
4. Appointment and Territory: Scope of the representative's appointment, definition of exclusive/non-exclusive territory, and any restrictions
5. Representative's Rights and Obligations: Detailed responsibilities including promotion, customer service, reporting requirements, and compliance with manufacturer's policies
6. Manufacturer's Rights and Obligations: Obligations regarding product information, support, training, and supply commitments
7. Commission Structure: Calculation method, payment terms, conditions for commission entitlement, and post-termination commissions as required by German law
8. Intellectual Property Rights: Usage rights for trademarks, trade names, and other IP during the agreement
9. Confidentiality: Protection of business secrets and confidential information
10. Term and Termination: Duration, renewal provisions, and termination rights in compliance with German statutory notice periods
11. Post-Termination Obligations: Obligations after agreement ends, including return of materials and final commission settlements
12. Governing Law and Jurisdiction: Confirmation of German law application and jurisdiction for disputes
13. General Provisions: Standard clauses including severability, entire agreement, and amendments
1. Non-Compete Obligations: Restrictions during and after the agreement term - include when protecting market position is crucial
2. Minimum Performance Requirements: Sales targets and consequences of non-achievement - include for performance-driven relationships
3. Product Training: Detailed training requirements and procedures - include for technical or complex products
4. Customer Data Protection: Specific GDPR compliance measures - include when handling significant customer data
5. Sub-Agents: Rights and conditions for appointing sub-agents - include when sub-agents might be needed
6. Insurance Requirements: Specific insurance coverage requirements - include for high-value products or high-risk territories
7. Marketing Contributions: Cost-sharing arrangements for marketing activities - include when joint marketing is planned
8. Stock Holding: Terms for maintaining product inventory - include if representative will hold stock
1. Schedule 1 - Products: Detailed list of products covered by the agreement, including specifications and prices
2. Schedule 2 - Territory: Detailed description of geographical territory and any excluded accounts
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 - Performance Targets: Specific sales targets and evaluation criteria
7. Appendix A - Manufacturer's Policies: Relevant company policies the representative must comply with
8. Appendix B - Product Training Requirements: Detailed training programs and certification requirements
Authors
Manufacturing
Industrial Equipment
Consumer Goods
Electronics
Automotive
Chemical
Medical Devices
Construction Materials
Machinery
Technology
Telecommunications
Textiles
Food and Beverage
Pharmaceuticals
Sales
Legal
Commercial
Business Development
Operations
International Trade
Distribution
Channel Management
Contract Administration
Compliance
Sales Director
Commercial Director
Business Development Manager
Legal Counsel
Contracts Manager
Sales Operations Manager
Regional Sales Manager
Channel Manager
Export Manager
Managing Director
Chief Commercial Officer
Head of Distribution
Sales Representative
Account Manager
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