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Intermediary Fee Agreement
"I need an Intermediary Fee Agreement for appointing a Malaysian sales agent to distribute our technology products in Southeast Asia, with a 5% commission structure and initial term starting March 1, 2025."
1. Parties: Identification of the principal and the intermediary, including full legal names, registration numbers, and registered addresses
2. Background: Context of the agreement, business relationship, and general purpose of the intermediary arrangement
3. Definitions: Definitions of key terms used throughout the agreement, including 'Services', 'Fee', 'Territory', and other relevant terms
4. Appointment and Scope: Terms of the intermediary's appointment and detailed scope of authorized services
5. Term: Duration of the agreement, including commencement date and initial term
6. Fees and Payment Terms: Detailed structure of fees, calculation methods, payment schedules, and invoicing requirements
7. Obligations of the Intermediary: Key responsibilities, performance standards, and compliance requirements for the intermediary
8. Obligations of the Principal: Principal's commitments, support provisions, and information sharing requirements
9. Representations and Warranties: Standard and specific warranties from both parties regarding capacity, authority, and compliance
10. Confidentiality: Provisions for handling confidential information and trade secrets
11. Termination: Grounds for termination, notice requirements, and consequences of termination
12. Governing Law and Jurisdiction: Specification of Malaysian law as governing law and jurisdiction for dispute resolution
1. Non-Competition: Restrictions on intermediary's ability to work with competitors - include when exclusivity is required
2. Intellectual Property: IP ownership and usage rights - include when intermediary will handle or create IP
3. Insurance: Insurance requirements - include for high-value or high-risk services
4. Data Protection: Data handling and privacy requirements - include when personal data processing is involved
5. Force Majeure: Provisions for unforeseen circumstances - include for long-term or high-value agreements
6. Anti-Corruption Compliance: Detailed anti-corruption provisions - include for international or government-related services
7. Audit Rights: Right to audit intermediary's records - include for complex fee structures or regulatory requirements
8. Assignment: Rights to assign the agreement - include when transfer rights are important to either party
1. Schedule 1 - Services Description: Detailed description of intermediary services and performance metrics
2. Schedule 2 - Fee Structure: Detailed breakdown of fees, commission rates, and calculation methods
3. Schedule 3 - Territory: Definition of geographical area or market segment where intermediary is authorized to operate
4. Schedule 4 - Reporting Requirements: Templates and requirements for regular reporting by the intermediary
5. Schedule 5 - Compliance Requirements: Specific regulatory and compliance requirements applicable to the services
6. Appendix A - Contact Details: Key contact persons and communication protocols for both parties
7. Appendix B - Service Level Agreement: Specific performance standards and metrics for service delivery
Authors
Affiliate
Applicable Law
Business Day
Commencement Date
Confidential Information
Fee
Force Majeure Event
Intermediary Services
Intellectual Property Rights
Material Breach
Notice
Party
Principal
Products
Quarter
Representatives
Ringgit Malaysia
Services
Territory
Term
Target Customer
Transaction
Working Hours
Authority
Compliance
Confidentiality
Data Protection
Dispute Resolution
Fees and Commission
Force Majeure
Governing Law
Indemnification
Insurance
Intellectual Property
Liability
Non-Competition
Non-Solicitation
Payment Terms
Performance Standards
Records and Audit
Relationship of Parties
Representations and Warranties
Service Scope
Severability
Term and Termination
Territory Rights
Variation
Waiver
Financial Services
Real Estate
International Trade
Manufacturing
Technology
Professional Services
Retail and Distribution
Construction
Healthcare
Energy and Resources
Telecommunications
Tourism and Hospitality
Legal
Finance
Compliance
Commercial
Business Development
Sales
Procurement
Operations
Risk Management
Contract Administration
Chief Executive Officer
Commercial Director
Business Development Manager
Legal Counsel
Compliance Officer
Finance Director
Sales Manager
Procurement Manager
Channel Partner Manager
Operations Director
Risk Manager
Contract Administrator
Regional Manager
Agency Relationship Manager
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