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This Exclusive Agency Contract is designed for situations where a company (Principal) wishes to appoint an exclusive commercial agent to represent their interests in a specific territory under Austrian law. The document is particularly relevant when establishing long-term commercial relationships requiring dedicated representation, typically used in business-to-business contexts across various industries. It incorporates mandatory provisions from the Austrian Commercial Agents Act (HVertrG) and Commercial Code (UGB), including specific requirements for commission calculations, notice periods, and post-contractual compensation. The agreement is structured to protect both parties' interests while ensuring compliance with Austrian and EU competition laws, particularly regarding territorial restrictions and exclusivity arrangements.

1. Parties: Identification of the Principal and the Agent, including full legal names, registration numbers, and addresses

2. Background: Context of the agreement and brief description of the parties' business relationship

3. Definitions: Key terms used throughout the agreement

4. Appointment and Scope: Terms of the exclusive appointment and territorial scope

5. Duration and Termination: Contract term, renewal provisions, and termination conditions as per Austrian law

6. Agent's Rights and Obligations: Detailed responsibilities, reporting requirements, and performance standards

7. Principal's Rights and Obligations: Support, information provision, and other obligations of the principal

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

9. Exclusivity Provisions: Specific terms of exclusivity, including territorial restrictions and excluded customers/products

10. Intellectual Property: Usage rights for trademarks, logos, and other IP during the agency

11. Confidentiality: Protection of business secrets and confidential information

12. Post-Termination Obligations: Including compensation claims and non-compete provisions

13. Governing Law and Jurisdiction: Confirmation of Austrian law application and dispute resolution process