Agency Referral Agreement Template for Switzerland

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Key Requirements PROMPT example:

Agency Referral Agreement

"I need an Agency Referral Agreement for my Swiss-based software company to engage marketing consultants who will refer corporate clients to us, with a tiered commission structure and exclusive territorial rights in German-speaking cantons."

Document background
The Agency Referral Agreement is a crucial document for businesses operating in Switzerland that wish to expand their market reach through referral partners. This agreement type is particularly relevant when a company (Principal) wants to formally engage another party (Agent) to refer potential customers or business opportunities, with compensation typically based on successful referrals. The document must comply with Swiss law, particularly the Swiss Code of Obligations (OR) Articles 394-406 governing agency relationships and Articles 418a-418v on commercial agency. The agreement includes essential provisions for commission structures, territorial rights, referral processes, and compliance requirements, making it suitable for various business arrangements from simple referral schemes to complex partnership structures.
Suggested Sections

1. Parties: Identification of the Principal and the Agent, including full legal names, registration details, and addresses

2. Background: Context of the agreement and brief description of the parties' business relationship

3. Definitions: Key terms used throughout the agreement, including 'Referral', 'Referred Customer', 'Services', and 'Territory'

4. Appointment and Scope: Appointment of the Agent, nature of the agency (non-exclusive/exclusive), and territorial scope

5. Agent's Obligations: Core duties of the Agent including referral process, reporting requirements, and compliance with laws

6. Principal's Obligations: Core duties of the Principal including support, information provision, and handling of referred customers

7. Compensation: Fee structure, calculation method, payment terms, and conditions for earning referral fees

8. Intellectual Property: Usage rights of trademarks, logos, and marketing materials

9. Confidentiality: Protection of confidential information and trade secrets

10. Term and Termination: Duration of agreement, renewal terms, and termination rights

11. Post-Termination: Obligations and rights after agreement termination, including ongoing commissions

12. General Provisions: Standard clauses including notices, amendments, governing law, and jurisdiction

Optional Sections

1. Minimum Performance Requirements: Include when specific performance targets are required for maintaining the agency relationship

2. Training and Support: Include when the Principal provides specific training or support systems to the Agent

3. Marketing and Promotion: Include when the agreement involves specific marketing obligations or restrictions

4. Data Protection: Include when personal data processing is involved, ensuring FADP compliance

5. Non-Competition: Include when restricting Agent's ability to represent competitors

6. Insurance: Include when specific insurance coverage is required

7. Compliance with Anti-Corruption Laws: Include for international arrangements or when dealing with public sector clients

8. Force Majeure: Include when parties want specific provisions for unforeseen circumstances

Suggested Schedules

1. Schedule 1 - Commission Structure: Detailed breakdown of commission rates, tiers, and calculation methods

2. Schedule 2 - Referral Process: Step-by-step process for making and tracking referrals

3. Schedule 3 - Territory Definition: Detailed description of geographical or market segment coverage

4. Schedule 4 - Reporting Requirements: Templates and timing for regular reports and performance tracking

5. Schedule 5 - Approved Marketing Materials: List of approved marketing materials and usage guidelines

6. Appendix A - Contact Details: Key contacts and escalation procedures for both parties

Authors

Alex Denne

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

Relevant Industries

Financial Services

Professional Services

Information Technology

Real Estate

Insurance

Management Consulting

Healthcare

Education and Training

Telecommunications

Business Services

Manufacturing

Retail

Relevant Teams

Legal

Business Development

Sales

Partnerships

Commercial

Compliance

Operations

Marketing

Finance

Executive Leadership

Relevant Roles

Business Development Manager

Sales Director

Partnership Manager

Channel Manager

Legal Counsel

Commercial Director

Chief Revenue Officer

Account Executive

Marketing Director

Business Owner

CEO

Managing Director

Compliance Officer

Contract Manager

Operations Manager

Industries
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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