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Non Exclusive Sales Agreement Template for United States

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Key Requirements PROMPT example:

Non Exclusive Sales Agreement

"I need a Non Exclusive Sales Agreement for my software company to appoint multiple sales representatives across the Western United States, with quarterly performance targets and a 5% commission structure on all sales starting March 2025."

Document background
The Non Exclusive Sales Agreement is essential for businesses seeking to expand their distribution channels while maintaining flexibility in their sales strategy. This document is commonly used in the United States when a company wants to authorize sales representatives or distributors to sell their products without granting exclusive rights. It protects both parties' interests by clearly defining sales territories, commission structures, performance expectations, and termination rights while ensuring compliance with state and federal trade laws. The agreement is particularly valuable when companies need to maintain control over their distribution strategy while leveraging multiple sales channels.
Suggested Sections

1. Parties: Identification and details of the seller and buyer entities

2. Background: Context of the agreement and relationship between parties

3. Definitions: Key terms used throughout the agreement

4. Appointment and Scope: Terms of non-exclusive appointment and territory coverage

5. Products and Pricing: Description of products and pricing structure

6. Orders and Delivery: Process for placing and fulfilling orders

7. Payment Terms: Payment conditions, timing, and methods

8. Term and Termination: Duration of agreement and termination provisions

Optional Sections

1. Performance Targets: Minimum sales requirements, when performance metrics are needed

2. Marketing Requirements: Marketing obligations, when specific promotional activities are required

3. Training Provisions: Product training requirements, when complex products are involved

4. International Trade: Export/import provisions, when cross-border sales are involved

Suggested Schedules

1. Product Schedule: Detailed list of products covered by the agreement

2. Price List: Current pricing and discount structure

3. Territory Schedule: Detailed description of geographical coverage

4. Service Level Agreement: Performance metrics and service standards

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Clauses






























Industries

Uniform Commercial Code (UCC): Primary legislation governing sale of goods, including Article 2 which covers contract formation, performance, warranties, and remedies

State-Specific Contract Laws: Variations in contract law by state, including statute of frauds requirements and state-specific consumer protection provisions

Federal Trade Laws: Including Sherman Antitrust Act, Clayton Act, Federal Trade Commission Act, and Robinson-Patman Act for price discrimination

Consumer Protection Laws: Federal and state consumer protection statutes, truth in advertising regulations, and product safety requirements

Intellectual Property Laws: Trademark, patent, and copyright considerations for protecting intellectual property rights in sales agreements

Electronic Signatures Laws: E-SIGN Act and Uniform Electronic Transactions Act (UETA) governing electronic signatures and records

Data Privacy Laws: State-specific privacy laws and industry-specific regulations regarding data protection and privacy

Tax Considerations: State sales tax requirements, interstate commerce implications, and tax reporting obligations

Export/Import Laws: Export Administration Regulations, International Traffic in Arms Regulations, and trade agreements if international sales are involved

Industry-Specific Regulations: Specific compliance requirements based on the industry and type of products being sold

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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