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Representation Agreement Template for India

A comprehensive legal document governed by Indian law that establishes and regulates the relationship between a principal and their appointed representative or agent. This agreement outlines the scope of authority, responsibilities, compensation structure, and terms of representation while ensuring compliance with Indian Contract Act and other relevant legislation. It includes detailed provisions for territory coverage, performance expectations, confidentiality obligations, and dispute resolution mechanisms, providing a robust framework for commercial representation arrangements in the Indian business context.

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What is a Representation Agreement?

The Representation Agreement serves as a crucial legal instrument in the Indian business environment, establishing formal relationships between principals and their representatives. This document is essential when a company or individual (principal) wishes to appoint another party (representative) to act on their behalf in specified business matters. The agreement, governed by Indian law including the Indian Contract Act, 1872, typically covers aspects such as territory rights, commission structures, performance metrics, and compliance requirements. It's particularly important in commercial transactions where representatives are authorized to negotiate, promote products/services, or conduct business on behalf of the principal. The document provides legal protection for both parties while clearly defining the scope and limitations of the representation relationship.

What sections should be included in a Representation Agreement?

1. Parties: Identification and details of the Principal and Representative, including their registered addresses and company registration details

2. Background: Context of the representation arrangement and brief description of the parties' business activities

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

4. Appointment and Scope: Terms of appointment and detailed scope of representation authority

5. Term and Termination: Duration of the agreement and circumstances for termination

6. Representative's Rights and Obligations: Detailed responsibilities, duties, and rights of the representative

7. Principal's Rights and Obligations: Detailed responsibilities, duties, and rights of the principal

8. Compensation: Fee structure, payment terms, and reimbursement of expenses

9. Confidentiality: Obligations regarding confidential information and trade secrets

10. Intellectual Property: Protection and usage rights of trademarks, patents, and other IP

11. Indemnification: Mutual indemnification provisions and liability limitations

12. Governing Law and Jurisdiction: Applicable law and courts for dispute resolution

13. Notices: Method and addresses for formal communications

14. General Provisions: Standard boilerplate clauses including severability, entire agreement, and amendments

What sections are optional to include in a Representation Agreement?

1. Non-Compete: Restrictions on competing activities during and after the agreement term - include when exclusivity is required

2. Insurance: Insurance requirements and coverage details - include for high-risk representations

3. Performance Metrics: Specific KPIs and performance standards - include when quantifiable targets are necessary

4. Training and Support: Details of training and support provided by principal - include for complex products/services

5. Compliance Requirements: Specific regulatory or industry compliance obligations - include for regulated industries

6. Sub-Representatives: Terms for appointing sub-representatives - include when delegation is permitted

7. Force Majeure: Provisions for unforeseen circumstances - include for long-term agreements

8. Data Protection: Specific data handling and privacy requirements - include when personal data is involved

What schedules should be included in a Representation Agreement?

1. Schedule 1 - Territory: Detailed description of geographical area covered by the representation

2. Schedule 2 - Products/Services: Comprehensive list of products or services covered under the representation

3. Schedule 3 - Commission Structure: Detailed breakdown of commission rates, calculations, and payment terms

4. Schedule 4 - Reporting Requirements: Templates and frequencies for required reports

5. Schedule 5 - Authorized Personnel: List of key personnel authorized to act under the agreement

6. Appendix A - Power of Attorney: Specific powers granted to the representative, if applicable

7. Appendix B - Standard Operating Procedures: Detailed operational procedures and guidelines

8. Appendix C - Compliance Checklist: List of regulatory and compliance requirements to be followed

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

Jurisdiction

India

Document Type

Agreement Contract

Cost

Free to use

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