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1. Parties: Identification of the Principal and Agent, including full legal names, registration numbers, and registered addresses
2. Background: Context of the agreement and brief description of the parties' business relationship
3. Definitions: Definitions of key terms used throughout the agreement
4. Appointment and Scope: Formal appointment of the agent and definition of the territory and products/services covered
5. Agent's Rights and Obligations: Detailed description of the agent's duties, responsibilities, and rights including reporting obligations
6. Principal's Rights and Obligations: Principal's commitments, support obligations, and information provision requirements
7. Commission and Payment Terms: Structure of commission, calculation method, payment terms, and conditions for commission entitlement
8. Term and Termination: Duration of the agreement, notice periods, and grounds for termination as per Belgian law
9. Post-Termination Provisions: Goodwill indemnity, return of materials, and post-termination obligations
10. Confidentiality: Obligations regarding confidential information and trade secrets
11. Data Protection: Compliance with GDPR and local data protection requirements
12. Governing Law and Jurisdiction: Confirmation of Belgian law as governing law and jurisdiction for disputes
13. General Provisions: Standard boilerplate clauses including severability, entire agreement, and amendments
1. Non-Compete Obligations: Restrictions on competitive activities during and after the agreement, used when protecting market position is crucial
2. Minimum Performance Requirements: Specific sales targets or performance metrics, included when the principal wants to ensure minimum activity levels
3. Sub-Agents: Rules regarding the appointment of sub-agents, included when sub-agents may be necessary
4. Insurance: Requirements for professional liability insurance, included for high-risk or high-value transactions
5. Marketing and Promotion: Specific obligations regarding marketing activities, included when the agent has significant promotional responsibilities
6. Stock Holding: Requirements for maintaining inventory, included when the agent needs to hold stock
7. Intellectual Property: IP rights and usage rules, included when branding and IP are significant aspects of the relationship
8. Force Majeure: Provisions for unforeseen circumstances, included when specific risk allocation is needed
1. Schedule 1 - Products/Services: Detailed list of products or services covered by the agency agreement
2. Schedule 2 - Territory: Detailed description of the geographical territory, including any exclusions
3. Schedule 3 - Commission Rates: Detailed commission structure, including any variations by product or customer type
4. Schedule 4 - Reporting Requirements: Templates and timing for regular reports required from the agent
5. Schedule 5 - Operating Procedures: Detailed procedures for order processing, customer service, and other operational matters
6. Appendix A - Principal's Branding Guidelines: Guidelines for use of Principal's trademarks and branding materials
7. Appendix B - Customer List: List of existing customers and any special arrangements
8. Appendix C - Sales Targets: Detailed sales targets and measurement criteria if applicable
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