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Exclusive Agency Contract
"I need an Exclusive Agency Contract for appointing a Singapore-based distributor to be our sole agent for selling medical devices in Southeast Asia, with a minimum sales requirement of $2M annually and a 15% commission structure starting from March 2025."
1. Parties: Identification and details of the principal and agent
2. Background: Context and purpose of the agency relationship
3. Definitions: Key terms used throughout the agreement
4. Appointment and Scope: Terms of appointment and scope of agency authority
5. Territory: Geographical area where agency rights apply
6. Duration: Term of the agreement including start and end dates
7. Exclusivity Provisions: Terms of exclusive rights granted to the agent
8. Compensation: Commission structure and payment terms
9. Obligations of Parties: Duties and responsibilities of both principal and agent
10. Termination: Conditions and process for ending the agreement
1. Non-Competition: Restrictions on competitive activities during and after the agreement term
2. Intellectual Property: Rights and usage of trademarks, logos, and other intellectual property
3. Insurance Requirements: Specific insurance coverage requirements for the agent
4. Data Protection: Provisions for handling personal and confidential data in compliance with PDPA
1. Territory Map: Detailed map or description of the geographical territory covered by the agency
2. Commission Structure: Detailed breakdown of commission calculations and payment terms
3. Product List: Comprehensive list of products or services covered by the agency agreement
4. Performance Targets: Specific goals, metrics and KPIs for measuring agent performance
5. Standard Operating Procedures: Detailed procedures and protocols for agent operations
Authors
Agent
Principal
Commencement Date
Commission
Confidential Information
Effective Date
Exclusive Territory
Force Majeure Event
Intellectual Property Rights
Initial Term
Minimum Performance Requirements
Net Sales
Products
Purchase Order
Quarter
Renewal Term
Services
Target Customers
Term
Territory
Trade Marks
Working Day
Year
Associated Company
Business Day
Customer
Good Industry Practice
Material Breach
Relevant Laws
Sales Report
Standard Operating Procedures
Duration and Term
Exclusivity
Territory
Commission and Payment
Minimum Performance Requirements
Agent Obligations
Principal Obligations
Reporting Requirements
Training and Support
Intellectual Property
Confidentiality
Non-Competition
Non-Solicitation
Marketing and Promotion
Compliance with Laws
Record Keeping
Audit Rights
Representations and Warranties
Indemnification
Insurance
Force Majeure
Termination
Post-Termination Obligations
Assignment and Sub-Contracting
Notices
Dispute Resolution
Governing Law
Entire Agreement
Severability
Data Protection
Amendment and Variation
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