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1. Parties: Identifies and provides full details of the principal (rights owner) and the exclusive seller
2. Background: Contextual information explaining the purpose of the agreement and the parties' intentions
3. Definitions: Defines key terms used throughout the agreement
4. Grant of Exclusive Rights: Clearly states the exclusive rights being granted and their territorial scope
5. Term and Renewal: Specifies the duration of the agreement and any renewal provisions
6. Obligations of the Seller: Details the exclusive seller's duties, sales targets, and performance requirements
7. Obligations of the Principal: Outlines the principal's commitments and support obligations
8. Commission Structure: Details the commission rates, calculation methods, and payment terms
9. Sales Targets: Specifies minimum sales requirements and performance metrics
10. Intellectual Property Rights: Addresses the use of trademarks, logos, and other IP in sales activities
11. Confidentiality: Protects confidential information shared between parties
12. Termination: Outlines circumstances and procedures for ending the agreement
13. Post-Termination Obligations: Describes obligations that survive after agreement termination
14. General Provisions: Standard boilerplate clauses including governing law, notices, and entire agreement
1. Training and Support: Details of training and support provided by the principal, included when significant product knowledge or technical support is required
2. Marketing Requirements: Specific marketing obligations and standards, included when the seller has significant marketing responsibilities
3. Sub-agents: Terms governing the appointment of sub-agents, included when sub-agents are permitted
4. Insurance Requirements: Specific insurance obligations, included for high-value products or regulated industries
5. Data Protection: Detailed data protection obligations, included when personal data processing is involved
6. Non-Competition: Restrictions on competing activities, included when specific competitive concerns exist
7. Force Majeure: Provisions for unforeseen circumstances, included for longer-term or high-value agreements
1. Schedule 1 - Products: Detailed list of products covered by the exclusive selling rights
2. Schedule 2 - Territory: Detailed description of the geographical territory covered
3. Schedule 3 - Commission Rates: Detailed commission structure including any variations or special rates
4. Schedule 4 - Sales Targets: Detailed breakdown of sales targets and measurement periods
5. Schedule 5 - Marketing Guidelines: Specific guidelines for marketing and promoting the products
6. Appendix A - Reporting Templates: Standard formats for sales reports and performance tracking
7. Appendix B - Operating Procedures: Detailed operational procedures and requirements
Manufacturing
Consumer Goods
Technology
Pharmaceuticals
Luxury Goods
Automotive
Electronics
Fashion and Apparel
Industrial Equipment
Software and Digital Products
Food and Beverage
Cosmetics
Legal
Sales
Commercial
Business Development
Operations
Procurement
Executive Leadership
Compliance
Distribution
Channel Management
Sales Director
Commercial Director
Business Development Manager
Chief Commercial Officer
Distribution Manager
Legal Counsel
Contracts Manager
Sales Operations Manager
Territory Manager
Channel Manager
Chief Executive Officer
Managing Director
Commercial Lawyer
Procurement Manager
Business Owner
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