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Exclusive Agency Agreement for Malta

Exclusive Agency Agreement Template for Malta

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Exclusive Agency Agreement

"I need an Exclusive Agency Agreement under Maltese law for appointing a pharmaceutical sales agent to represent our company's new medical devices exclusively in Southern Europe, with a 3-year term starting from January 2025 and including strict performance targets."

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Exclusive Agency Agreement

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What is a Exclusive Agency Agreement?

The Exclusive Agency Agreement is a critical commercial document used when a business (principal) wishes to appoint an exclusive representative (agent) to promote and sell their products or services within a specific territory in Malta or internationally. This agreement is particularly important in the Maltese context, where many international companies establish agency relationships for Mediterranean and European markets. The document must comply with Maltese Civil and Commercial Codes, as well as EU Directive 86/653/EEC on commercial agents. It covers essential elements including appointment terms, commission structures, performance criteria, termination provisions, and post-termination obligations. The agreement is designed to protect both parties' interests while ensuring compliance with local and EU regulations on commercial agency relationships.

What sections should be included in a Exclusive Agency Agreement?

1. Parties: Identification and details of the Principal and the Agent, including registration numbers and registered addresses

2. Background: Context of the agreement, business relationship, and purpose of the exclusive agency arrangement

3. Definitions: Defined terms used throughout the agreement, including Territory, Products/Services, and Commission

4. Appointment and Scope: Terms of exclusive appointment, territory definition, and scope of agent's authority

5. Duration and Termination: Term of agreement, renewal provisions, and termination circumstances as per Maltese law

6. Agent's Rights and Obligations: Core duties, reporting requirements, and performance standards

7. Principal's Rights and Obligations: Support to be provided, information sharing, and principal's commitments

8. Commission Structure: Calculation method, payment terms, and conditions for commission entitlement

9. Exclusivity Provisions: Terms of exclusivity, restrictions on both parties, and territorial limitations

10. Confidentiality: Protection of confidential information and trade secrets

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

12. Post-Termination Obligations: Obligations surviving termination, including non-compete and customer protection

13. Governing Law and Jurisdiction: Confirmation of Maltese law governance and jurisdiction for disputes

14. General Provisions: Standard clauses including force majeure, notices, and entire agreement

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

1. Performance Targets: Specific sales or performance targets, used when the principal wants to set measurable objectives

2. Training and Support: Detailed provisions for training and support, relevant when complex products/services are involved

3. Sub-Agents: Terms for appointing sub-agents, if permitted under the arrangement

4. Insurance Requirements: Specific insurance obligations, important for high-value or high-risk products

5. Data Protection: GDPR compliance provisions, necessary when personal data processing is involved

6. Marketing and Promotion: Specific marketing obligations and cost-sharing arrangements

7. Stock Requirements: Stock holding obligations, relevant for product-based agencies

8. Dispute Resolution: Alternative dispute resolution procedures, useful for international arrangements

What schedules should be included in a Exclusive Agency Agreement?

1. Schedule 1 - Territory Definition: Detailed description of the exclusive territory, including maps or specific boundary definitions

2. Schedule 2 - Products/Services: Comprehensive list of products or services covered by the agency agreement

3. Schedule 3 - Commission Rates: Detailed commission structure, including any variations and special rates

4. Schedule 4 - Performance Criteria: Specific KPIs, targets, and measurement methods

5. Schedule 5 - Operating Procedures: Detailed procedures for order processing, reporting, and day-to-day operations

6. Schedule 6 - Approved Marketing Materials: List of approved marketing materials and usage guidelines

7. Appendix A - Reporting Templates: Standard forms for regular reporting requirements

8. Appendix B - Compliance Requirements: Specific compliance requirements under Maltese law and industry regulations

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

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Relevant Industries

Retail

Manufacturing

Import/Export

Real Estate

Financial Services

Technology

Pharmaceuticals

Consumer Goods

Industrial Equipment

Maritime

Tourism and Hospitality

Professional Services

Telecommunications

Energy

Construction

Relevant Teams

Legal

Commercial

Sales

Business Development

Operations

Compliance

Finance

Corporate Affairs

International Business

Distribution

Channel Management

Contract Administration

Relevant Roles

Commercial Director

Business Development Manager

Sales Director

Legal Counsel

Contracts Manager

Chief Executive Officer

Managing Director

Sales Agent

Territory Manager

Commercial Manager

Operations Director

Distribution Manager

Channel Manager

Agency Relations Manager

Compliance Officer

Corporate Secretary

Business Owner

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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