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Exclusive Representation Agreement
1. Parties: Identification of the principal and the representative, including full legal names, company registration numbers, and registered addresses
2. Background: Context of the agreement, brief description of the parties' businesses, and their intention to enter into an exclusive representation arrangement
3. Definitions: Key terms used throughout the agreement, including 'Territory', 'Products', 'Customers', 'Commission', etc.
4. Appointment and Scope: Express appointment of representative as exclusive representative, definition of territory and products/services covered
5. Term and Termination: Duration of the agreement, renewal provisions, and circumstances for termination, including notice periods as per Danish law
6. Representative's Rights and Obligations: Detailed responsibilities, performance standards, reporting requirements, and promotional obligations
7. Principal's Rights and Obligations: Support to be provided, information sharing, supply obligations, and training commitments
8. Commission Structure: Detailed commission calculations, payment terms, and conditions for commission eligibility
9. Intellectual Property: Usage rights for trademarks, logos, and other IP during the representation period
10. Confidentiality: Protection of confidential information exchanged during the relationship
11. Post-Termination Obligations: Obligations after agreement ends, including return of materials and ongoing confidentiality
12. Governing Law and Jurisdiction: Specification of Danish law as governing law and jurisdiction for disputes
1. Non-Competition: Restrictions on representative's ability to represent competing products, used when specific market protection is needed
2. Performance Targets: Specific sales or performance targets, included when measurable objectives are part of the arrangement
3. Training and Support: Detailed training obligations and support structures, used for complex products or services
4. Data Protection: GDPR compliance provisions, required when personal data processing is involved
5. Insurance: Insurance requirements for the representative, included for high-value or high-risk products
6. Force Majeure: Provisions for unforeseen circumstances, particularly relevant in international arrangements
7. Assignment and Subcontracting: Rights to transfer the agreement or use subcontractors, included when flexibility might be needed
8. Marketing and Promotion: Specific marketing obligations and standards, used when representative has significant promotional responsibilities
1. Schedule 1 - Products/Services: Detailed list of products or services covered by the representation agreement
2. Schedule 2 - Territory: Detailed definition of geographical territory, including any excluded areas or customers
3. Schedule 3 - Commission Structure: Detailed commission rates, calculation methods, and examples
4. Schedule 4 - Performance Targets: Specific sales targets or KPIs, if applicable
5. Schedule 5 - Approved Marketing Materials: List of approved marketing materials and usage guidelines
6. Schedule 6 - Reporting Requirements: Templates and specifications for required reports
7. Appendix A - Contact Details: Key contact persons and their details for both parties
8. Appendix B - Technical Requirements: Any technical or operational requirements for representing the products/services
Authors
Applicable Laws
Business Day
Commission
Competing Products
Confidential Information
Customers
Effective Date
EU Regulations
Exclusive Rights
Force Majeure Event
Good Industry Practice
Intellectual Property Rights
Marketing Materials
Minimum Performance Requirements
Net Sales
Orders
Performance Period
Principal
Products
Prospective Customers
Quarter
Representative
Sales Targets
Services
Subsidiary
Term
Territory
Trade Marks
Working Hours
Exclusivity
Territory Rights
Term
Commission
Payment Terms
Performance Obligations
Reporting Requirements
Training
Marketing
Intellectual Property
Confidentiality
Non-Competition
Data Protection
Representations and Warranties
Liability and Indemnification
Insurance
Force Majeure
Termination
Post-Termination Obligations
Assignment
Notices
Amendment
Severability
Entire Agreement
Third Party Rights
Governing Law
Jurisdiction
Dispute Resolution
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