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Agency Referral Agreement
"I need an Agency Referral Agreement for my Jakarta-based software company to engage local agents who will refer potential enterprise clients to us, with a tiered commission structure based on deal size and a minimum target of 5 qualified referrals per quarter starting March 2025."
1. Parties: Identification of the Principal and Agent, including their full legal names, registration numbers, and registered addresses
2. Background: Context of the agreement, brief description of the parties' businesses, and their intentions to enter into an agency referral relationship
3. Definitions: Detailed definitions of key terms used throughout the agreement, including 'Referral', 'Qualified Lead', 'Territory', and 'Commission'
4. Appointment and Scope: Terms of agent appointment, scope of authority, territory coverage, and exclusivity/non-exclusivity provisions
5. Agent's Rights and Obligations: Detailed responsibilities of the agent, including lead generation, reporting, and compliance requirements
6. Principal's Rights and Obligations: Principal's commitments, support provisions, and obligations to the agent
7. Commission Structure: Detailed commission calculations, payment terms, and conditions for commission eligibility
8. Referral Process: Step-by-step process for submitting and handling referrals, including qualification criteria
9. Term and Termination: Duration of the agreement, renewal terms, and grounds for termination
10. Confidentiality: Protection of confidential information and trade secrets
11. Non-Competition and Non-Solicitation: Restrictions on competitive activities and client solicitation
12. Intellectual Property: Ownership and usage rights of trademarks, logos, and marketing materials
13. Representations and Warranties: Standard representations and compliance with Indonesian law
14. Governing Law and Dispute Resolution: Choice of Indonesian law and dispute resolution mechanisms
15. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
1. Training and Support: Details of training programs and ongoing support provided by the principal - include when significant product/service knowledge is required
2. Marketing and Promotion: Guidelines for marketing activities and cost sharing - include when agent will conduct marketing activities
3. Performance Targets: Specific KPIs and minimum performance requirements - include when measuring agent performance is crucial
4. Data Protection: Specific provisions for handling personal data - include when dealing with personal information of referred clients
5. Insurance: Requirements for professional indemnity and other insurance - include for high-risk industries
6. Sub-Agents: Terms for appointing sub-agents - include when sub-agents might be needed
7. Force Majeure: Provisions for unforeseen circumstances - include for long-term agreements or volatile markets
8. Compliance with Anti-Corruption Laws: Specific anti-corruption provisions - include when dealing with government contacts or high-risk sectors
1. Schedule 1 - Commission Structure: Detailed breakdown of commission rates, tiers, and calculation methods
2. Schedule 2 - Territory Definition: Specific geographical or market segment definitions for the agent's territory
3. Schedule 3 - Products/Services: List of products or services covered by the referral agreement
4. Schedule 4 - Referral Qualification Criteria: Detailed criteria for qualifying leads and referrals
5. Schedule 5 - Reporting Templates: Standard forms for referral submission and activity reporting
6. Schedule 6 - Marketing Guidelines: Approved marketing practices and brand usage guidelines
7. Appendix A - Contact Details: Key contact information for both parties
8. Appendix B - Required Documentation: List of documents required for referral processing
Authors
Financial Services
Real Estate
Insurance
Technology and Software
Professional Services
Manufacturing
Healthcare
Education
Telecommunications
Construction
Consulting Services
Tourism and Hospitality
Import/Export
Retail and Distribution
Business Services
Legal
Business Development
Sales
Compliance
Operations
Commercial
Finance
Partnership Management
Contract Administration
Risk Management
Business Development Manager
Sales Director
Channel Partner Manager
Legal Counsel
Compliance Officer
Commercial Director
Partnership Manager
Chief Executive Officer
Managing Director
Operations Manager
Regional Sales Manager
Account Executive
Business Development Representative
Contract Manager
Chief Commercial Officer
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