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1. Parties: Identification of the Principal company and the Sales Representative, including complete legal names and addresses
2. Background: Context of the agreement, nature of the Principal's business, and purpose of engaging a sales representative
3. Definitions: Key terms used throughout the agreement, including Territory, Products, Customers, Commission, etc.
4. Appointment and Territory: Formal appointment of the representative and definition of the geographical territory or market segment
5. Rights and Obligations of Sales Representative: Core duties, sales targets, reporting requirements, and professional conduct expectations
6. Principal's Obligations: Support, training, materials, and information to be provided by the principal
7. Commission Structure: Calculation method, payment terms, and conditions for earning commission
8. Term and Termination: Duration of agreement, renewal terms, and grounds for termination
9. Confidentiality: Protection of trade secrets, customer information, and business data
10. Non-Competition and Non-Solicitation: Restrictions during and after the agreement term
11. Independent Contractor Status: Clarification of relationship as independent contractor, not employee
12. General Provisions: Standard clauses including governing law, notices, amendments, and dispute resolution
1. Product Training Requirements: Specific training obligations and certification requirements, include when products are technical or require specialized knowledge
2. Performance Metrics: Detailed KPIs and evaluation criteria, include for more structured sales programs
3. Marketing and Advertising: Guidelines for marketing activities and brand usage, include when rep will conduct marketing
4. Sub-agents: Terms for appointing sub-agents, include when sub-agents are permitted
5. Insurance Requirements: Specific insurance coverage requirements, include for high-value products or services
6. Data Protection: Detailed data handling procedures, include when handling sensitive customer data
7. Minimum Purchase Requirements: Minimum sales quotas or targets, include for exclusive territories
8. Product Returns and Warranties: Handling of returns and warranty claims, include for physical products
9. Online Sales Provisions: Rules for online sales and digital platforms, include for e-commerce activities
1. Schedule A - Products and Services: Detailed list of products/services the representative is authorized to sell
2. Schedule B - Commission Rates: Detailed commission structure, including any variations by product or customer type
3. Schedule C - Territory Description: Detailed description of geographical boundaries or customer segments
4. Schedule D - Sales Targets: Specific sales targets and any associated bonus structures
5. Schedule E - Reporting Templates: Standard forms for sales reports and activity logging
6. Appendix 1 - Operating Procedures: Detailed procedures for order processing, customer service, and communication
7. Appendix 2 - Marketing Guidelines: Brand guidelines and approved marketing practices
8. Appendix 3 - Customer List: List of existing customers or assigned accounts
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