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Non Exclusive Sales Agreement
"I need a Non-Exclusive Sales Agreement governed by Austrian law for my software company to appoint multiple distributors in the DACH region, with specific provisions for SaaS products and minimum quarterly sales targets starting March 2025."
1. Parties: Identification of the seller and buyer with full legal names and registered addresses
2. Background: Context of the agreement and brief description of the parties' business relationship
3. Definitions: Key terms used throughout the agreement including Products, Territory, and Sales Targets
4. Appointment and Scope: Clear statement of non-exclusive appointment and scope of sales rights
5. Term and Termination: Duration of the agreement, renewal provisions, and termination rights
6. Orders and Delivery: Process for placing orders, delivery terms, and acceptance procedures
7. Prices and Payment: Basic pricing principles, payment terms, and invoicing requirements
8. Obligations of the Seller: Seller's commitments regarding product supply, support, and training
9. Obligations of the Buyer: Buyer's commitments regarding sales efforts and reporting
10. Intellectual Property Rights: Protection and usage rights of trademarks, patents, and other IP
11. Confidentiality: Protection of confidential information exchanged between parties
12. Data Protection: GDPR compliance and data handling requirements
13. Liability and Indemnification: Scope of liability, limitations, and indemnification obligations
14. Force Majeure: Provisions for handling events beyond parties' reasonable control
15. Governing Law and Jurisdiction: Confirmation of Austrian law application and dispute resolution
16. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
1. Minimum Purchase Requirements: Include when buyer needs to commit to minimum purchase volumes
2. Marketing and Promotion: Include when specific marketing obligations are required
3. Training Requirements: Include when product complexity requires formal training programs
4. After-Sales Service: Include when buyer must provide specific after-sales support
5. Non-Compete Obligations: Include when reasonable non-compete restrictions are needed
6. Performance Targets: Include when specific sales targets are part of the agreement
7. Audit Rights: Include when seller needs right to audit buyer's sales records
8. Insurance Requirements: Include when specific insurance coverage is required
9. Stock Requirements: Include when minimum stock levels must be maintained
10. Quality Control: Include when specific quality standards must be maintained
1. Schedule 1 - Products: Detailed list of products covered by the agreement with specifications
2. Schedule 2 - Territory: Defined geographical areas where sales rights are granted
3. Schedule 3 - Price List: Detailed pricing structure and any volume-based discounts
4. Schedule 4 - Service Level Requirements: Specific performance metrics and service standards
5. Schedule 5 - Reporting Templates: Standard forms for required sales and performance reporting
6. Schedule 6 - Technical Specifications: Detailed technical requirements and standards
7. Appendix A - Contact Details: Key contact information for both parties
8. Appendix B - Approved Sub-distributors: List of pre-approved sub-distributors if applicable
Authors
Manufacturing
Retail
Technology
Consumer Goods
Industrial Equipment
Automotive
Electronics
Healthcare Products
Food and Beverage
Construction Materials
Chemicals
Pharmaceuticals
Software and IT
Telecommunications
Fashion and Apparel
Legal
Sales
Commercial
Business Development
Operations
Contract Management
Procurement
International Trade
Compliance
Executive Leadership
Sales Director
Commercial Manager
Business Development Manager
Legal Counsel
Contract Manager
Chief Commercial Officer
Sales Operations Manager
Distribution Manager
Export Manager
Regional Sales Manager
Procurement Manager
General Counsel
CEO
Managing Director
Head of Sales
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