Sales And Marketing Agency Agreement Template for Singapore

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Key Requirements PROMPT example:

Sales And Marketing Agency Agreement

"I need a Sales and Marketing Agency Agreement for my tech company to appoint an exclusive agent in Singapore to sell our software products, with a performance-based commission structure starting from March 2025 and minimum quarterly sales targets."

Document background
The Sales And Marketing Agency Agreement is essential for businesses operating in Singapore who wish to engage external sales or marketing representatives. This document is particularly relevant when companies seek to expand their market presence through third-party agents while maintaining control over their brand and sales processes. The agreement, structured under Singapore law, covers crucial aspects such as commission structures, territorial rights, performance metrics, and compliance requirements. It's designed to protect both the principal's business interests and the agent's commercial rights while ensuring alignment with Singapore's regulatory framework, including agency law principles and competition regulations.
Suggested Sections

1. Parties: Identification and details of the principal and agent

2. Background: Context of the agreement and relationship between parties

3. Definitions: Key terms used throughout the agreement

4. Appointment and Scope: Terms of appointment and scope of agency services

5. Territory and Exclusivity: Geographical scope and exclusivity terms

6. Commission Structure: Payment terms, rates, and calculation methods

7. Obligations of the Agent: Agent's duties and responsibilities

8. Obligations of the Principal: Principal's duties and responsibilities

9. Term and Termination: Duration and termination provisions

10. Confidentiality: Protection of confidential information

11. Governing Law: Applicable law and jurisdiction

Optional Sections

1. Non-Competition: Restrictions on competing activities - use when protecting market position is crucial

2. Intellectual Property: IP rights and usage - include when branded products or materials are involved

3. Insurance: Insurance requirements - include when significant liability risks exist

4. Force Majeure: Provisions for unforeseen circumstances - include for long-term commitments

Suggested Schedules

1. Commission Schedule: Detailed breakdown of commission rates and calculations

2. Territory Schedule: Detailed description of geographical territory

3. Products/Services Schedule: List of products or services covered by the agreement

4. Performance Targets: Specific sales targets or KPIs

5. Marketing Guidelines: Specific requirements for marketing activities

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 legal definitions
Clauses
Industries

Civil Law Act (Cap. 43): Primary legislation governing general contract law principles, enforceability of contracts, and contractual remedies in Singapore

Agency Law: Common law principles governing agency relationships, including principal-agent relationships and scope of authority

Competition Act (Cap. 50B): Regulates anti-competitive practices, market restrictions, and exclusive dealing arrangements

Personal Data Protection Act 2012 (PDPA): Governs the collection, use, and disclosure of personal data, including data protection obligations and cross-border data transfers

Employment Act (Cap. 91): Relevant for distinguishing between employment and agency relationships, ensuring independent contractor status is maintained

Consumer Protection (Fair Trading) Act: Regulates fair trading practices, particularly relevant if the agency deals with consumers

Sale of Goods Act: Applicable when the agreement involves the sale of physical goods

Industry-specific Regulations: Regulatory requirements specific to the industry in which the agency will operate

Licensing Requirements: Any mandatory licensing obligations for conducting agency business in Singapore

International Trade Regulations: Regulations governing cross-border transactions, foreign exchange, and international trade if applicable

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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