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The Sole Agency Agreement is a crucial document for businesses seeking to establish exclusive commercial representation in specific territories under Danish law. It is commonly used when a company (principal) wants to grant exclusive rights to another party (agent) to promote and sell their products or services in a defined area. The agreement must comply with the Danish Commercial Agents Act, which implements EU Directive 86/653/EEC, providing specific protections for commercial agents. This document is essential for establishing clear terms regarding commission structures, performance expectations, territorial rights, and termination provisions. It's particularly important as it includes mandatory provisions required by Danish law, such as agent compensation rights and minimum notice periods for termination.

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: Key terms used throughout the agreement, including Products, Territory, Customers, etc.

4. Appointment and Scope: Establishment of the sole agency relationship, exclusivity terms, and territorial scope

5. Agent's Rights and Obligations: Core responsibilities, including promotion, customer relations, reporting requirements, and compliance obligations

6. Principal's Rights and Obligations: Principal's duties, including information provision, support, and product supply obligations

7. Commission Structure: Detailed commission calculations, payment terms, and conditions for commission entitlement

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

9. Confidentiality: Protection of confidential information and trade secrets

10. Term and Termination: Duration of agreement, notice periods, and grounds for termination

11. Post-Termination: Obligations after termination, including compensation/indemnity rights under Danish law

12. General Provisions: Standard clauses including governing law, jurisdiction, entire agreement, and amendments