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Sub Agency Agreement for India

Sub Agency Agreement Template for India

A Sub Agency Agreement under Indian law is a tripartite legal arrangement where a main agent, with the principal's consent, delegates certain agency rights and responsibilities to a sub-agent. This document establishes the legal framework for the relationship between all three parties, defining the scope of authority, territorial limitations, commission structures, and compliance requirements. The agreement must comply with the Indian Contract Act, 1872, particularly sections 182-238 dealing with agency relationships, and includes specific provisions for dispute resolution under Indian jurisdiction.

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Sub Agency Agreement

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What is a Sub Agency Agreement?

The Sub Agency Agreement is utilized when a main agent wishes to expand their distribution network or service coverage by appointing sub-agents, with the principal's approval. This arrangement is common in industries requiring extensive market reach or specialized local representation. The document outlines the hierarchical relationship between the principal, main agent, and sub-agent, detailing their respective rights, obligations, and limitations. It includes crucial elements such as territory definitions, commission structures, performance expectations, and compliance requirements. Under Indian law, particularly the Indian Contract Act, 1872, specific provisions govern such delegation of agency powers, making it essential to carefully structure the agreement to ensure legal compliance while protecting all parties' interests. The agreement typically includes comprehensive sections on confidentiality, non-competition, and dispute resolution mechanisms specific to the Indian legal context.

What sections should be included in a Sub Agency Agreement?

1. Parties: Identifies and provides full details of the Principal, Main Agent, and Sub Agent, including their registered addresses and company registration numbers

2. Background: Explains the context of the agreement, including the existence of the main agency agreement and the need for sub-agency

3. Definitions: Defines key terms used throughout the agreement for clarity and consistency

4. Appointment and Scope: Details of the Sub Agent's appointment, scope of authority, and territorial limitations

5. Term and Termination: Duration of the agreement and circumstances under which it can be terminated

6. Sub Agent's Rights and Obligations: Comprehensive list of the Sub Agent's responsibilities, duties, and rights

7. Main Agent's Rights and Obligations: Obligations and rights of the Main Agent in relation to the Sub Agent

8. Principal's Rights and Obligations: Rights and obligations of the Principal, including support and information provision

9. Commission and Payment Terms: Details of commission structure, payment calculations, and payment terms

10. Compliance Requirements: Regulatory and legal compliance obligations for all parties

11. Confidentiality: Provisions for handling confidential information and trade secrets

12. Non-Competition and Non-Solicitation: Restrictions on competitive activities and client solicitation

13. Indemnification: Mutual indemnification provisions and liability limitations

14. Dispute Resolution: Procedures for handling disputes, including jurisdiction and governing law

15. General Provisions: Standard boilerplate clauses including notices, amendments, and severability

What sections are optional to include in a Sub Agency Agreement?

1. Intellectual Property Rights: Required when the Sub Agent will be using or creating intellectual property

2. Training and Support: Include when specific training or ongoing support will be provided to the Sub Agent

3. Performance Targets: Add when specific performance metrics or sales targets are part of the agreement

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

5. Data Protection: Required when personal data processing is involved in the agency activities

6. Marketing and Branding: Include when the Sub Agent will be involved in marketing activities or brand representation

7. Stock and Inventory: Required when the Sub Agent will maintain inventory or handle physical goods

8. Reporting Requirements: Add when specific reporting structures and frequencies are needed

What schedules should be included in a Sub Agency Agreement?

1. Schedule 1 - Territory Definition: Detailed description of the geographical area or market segment covered by the sub-agency

2. Schedule 2 - Commission Structure: Detailed breakdown of commission rates, calculations, and examples

3. Schedule 3 - Products and Services: List of products or services covered under the sub-agency agreement

4. Schedule 4 - Performance Metrics: Specific KPIs, targets, and evaluation criteria

5. Schedule 5 - Operating Procedures: Detailed procedures for day-to-day operations and handling of specific situations

6. Appendix A - Main Agency Agreement Extract: Relevant excerpts from the main agency agreement that affect the sub-agency

7. Appendix B - Reporting Templates: Standard forms and templates for required reports and documentation

8. Appendix C - Compliance Checklist: Checklist of regulatory and compliance requirements

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

India

Document Type

Agency Agreement

Cost

Free to use
Relevant legal definitions








































Clauses








































Relevant Industries

Retail

Insurance

Real Estate

Financial Services

Manufacturing

Technology

Pharmaceuticals

Automotive

Consumer Goods

Telecommunications

Tourism and Travel

Industrial Equipment

Agricultural Products

Relevant Teams

Legal

Sales

Business Development

Compliance

Operations

Commercial

Distribution

Channel Management

Contract Administration

Partner Relations

Relevant Roles

Sales Director

Business Development Manager

Legal Counsel

Compliance Officer

Commercial Director

Channel Manager

Distribution Manager

Regional Sales Manager

Agency Relations Manager

Operations Manager

Contract Administrator

Chief Commercial Officer

Territory Manager

Partnership 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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