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Agency Agreement for Germany

Agency Agreement Template for Germany

A German law-governed Agency Agreement is a legally binding contract that establishes and regulates the relationship between a principal and a commercial agent. The agreement is primarily governed by the German Commercial Code (Handelsgesetzbuch - HGB) and must comply with specific German legal requirements regarding commercial agency relationships, including mandatory provisions about commission calculations, termination notice periods, and post-contractual compensation claims (Ausgleichsanspruch). The document sets out the agent's authority to negotiate and/or conclude contracts on behalf of the principal, defines the territory and scope of products/services, and establishes the commission structure and reporting obligations.

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What is a Agency Agreement?

This Agency Agreement template is designed for use under German law when a company (principal) wishes to appoint a commercial agent to represent them in specific territories or for specific products/services. The agreement complies with the German Commercial Code (Handelsgesetzbuch - HGB) and incorporates mandatory provisions required under German law, including specific regulations about commission rights, termination notices, and the agent's statutory right to compensation upon termination (Ausgleichsanspruch). It is particularly useful for companies expanding their market presence through commercial agents, whether for domestic German markets or cross-border arrangements where German law is chosen. The document covers essential aspects such as appointment terms, territory definitions, commission structures, performance requirements, reporting obligations, and post-termination arrangements.

What sections should be included in a Agency Agreement?

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

2. Background: Context of the agency relationship and brief description of the Principal's business and purpose of appointing the Agent

3. Definitions: Definitions of key terms used throughout the agreement

4. Appointment and Scope: Formal appointment of the Agent and detailed scope of authority, including territory and products/services covered

5. Agent's Rights and Obligations: Comprehensive list of Agent's duties, responsibilities, and rights under the agreement

6. Principal's Rights and Obligations: Principal's commitments, responsibilities, and rights in relation to the Agent and the agency relationship

7. Commission Structure: Detailed provisions regarding commission rates, calculation methods, and payment terms as required by 搂搂87-87c HGB

8. Term and Termination: Duration of the agreement, notice periods, and grounds for termination in accordance with German law

9. Post-Termination Provisions: Obligations after termination, including compensation claims (Ausgleichsanspruch) under 搂89b HGB

10. Confidentiality: Provisions regarding confidential information and trade secrets

11. Governing Law and Jurisdiction: Specification of German law as governing law and jurisdiction for disputes

What sections are optional to include in a Agency Agreement?

1. Exclusivity: Used when the Agent is granted exclusive rights in specific territories or for specific products

2. Minimum Performance Requirements: Include when setting specific sales targets or performance metrics for the Agent

3. Sub-Agents: Include when the Agent may be permitted to appoint sub-agents

4. Non-Compete Provisions: Post-contractual non-compete obligations, if applicable (subject to 搂90a HGB)

5. Insurance Requirements: Include when specific insurance coverage is required from the Agent

6. Data Protection: Include detailed GDPR compliance provisions when personal data processing is involved

7. Marketing and Promotion: Include when specific marketing obligations or restrictions apply to the Agent

8. Training Requirements: Include when the Agent must undergo specific training or certification

What schedules should be included in a Agency Agreement?

1. Schedule 1 - Territory Description: Detailed description of the geographical territory covered by the agency

2. Schedule 2 - Products/Services: Comprehensive list of products or services the Agent is authorized to promote/sell

3. Schedule 3 - Commission Rates and Calculations: Detailed commission structure, including any variations by product/service 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 - Power of Attorney: If required, specific powers granted to the Agent

7. Appendix B - Marketing Guidelines: Guidelines for use of Principal's trademarks and marketing materials

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok成人版 | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Germany

Document Type

Agreement Contract

Cost

Free to use
Relevant legal definitions








































Clauses












































Relevant Industries

Manufacturing

Retail

Wholesale

Technology

Industrial Equipment

Consumer Goods

Professional Services

Software and IT

Pharmaceuticals

Medical Devices

Automotive

Chemical Industry

Construction Materials

Fashion and Textiles

Food and Beverage

Relevant Teams

Legal

Sales

Business Development

Commercial Operations

Compliance

Contract Administration

International Business

Partner Management

Distribution

Strategic Planning

Relevant Roles

Sales Director

Commercial Director

Business Development Manager

Legal Counsel

Contracts Manager

Sales Operations Manager

Chief Commercial Officer

Regional Sales Manager

Channel Manager

Partner Manager

Chief Executive Officer

Managing Director

Head of Distribution

Compliance Officer

International Business Manager

Industries






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, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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