Sales Broker Agreement Template for New Zealand

The Sales Broker Agreement is a crucial document used when a company (principal) wishes to engage an independent sales broker to market and sell its products or services in New Zealand. This agreement is essential for businesses looking to expand their sales reach without directly employing sales staff, particularly in situations where specialized market knowledge or existing customer relationships are valuable. The document addresses key aspects such as commission structures, territorial rights, performance metrics, and compliance with New Zealand regulations. It's designed to protect both parties' interests while ensuring clarity in their business relationship. The agreement typically includes specific provisions required under New Zealand law, including compliance with the Contract and Commercial Law Act 2017 and Fair Trading Act 1986, making it distinct from similar agreements in other jurisdictions.

1. Parties: Identifies and defines the principal and the broker, including full legal names, addresses, and company registration details if applicable

2. Background: Outlines the context of the agreement, including the principal's business nature and desire to engage a broker for sales services

3. Definitions: Defines key terms used throughout the agreement, including 'Territory', 'Products', 'Commission', 'Customers', etc.

4. Appointment and Scope: Defines the broker's appointment, whether exclusive or non-exclusive, and the specific services to be provided

5. Term and Termination: Specifies the duration of the agreement, renewal provisions, and circumstances for termination

6. Broker's Obligations: Details the broker's duties, responsibilities, and performance standards

7. Principal's Obligations: Outlines the principal's responsibilities, including providing information, support, and products

8. Commission Structure: Details the commission rates, calculation methods, and payment terms

9. Intellectual Property: Addresses the use of trademarks, logos, and other IP during the broker relationship

10. Confidentiality: Defines confidential information and obligations regarding its protection

11. Independent Contractor Status: Clearly establishes the broker's status as an independent contractor

12. Liability and Indemnification: Sets out the parties' liabilities and indemnification obligations

13. Dispute Resolution: Specifies procedures for resolving disputes between parties

14. General Provisions: Includes standard clauses like governing law, notices, and entire agreement