Agreement Between Seller And Agent

Agreement Between Seller And Agent Template for Switzerland

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Key Requirements PROMPT example:

"I need an Agreement Between Seller And Agent under Swiss law for appointing an exclusive commercial agent to sell our luxury watches in the German-speaking cantons of Switzerland from January 2025, with specific commission structures for different product lines and minimum sales targets."

Document background

The Agreement Between Seller And Agent is a crucial document for businesses operating in Switzerland that wish to expand their market reach through independent commercial agents. This agreement type is specifically regulated under Swiss law, particularly the Swiss Code of Obligations, which provides detailed requirements for agency relationships. The document is essential when a company (principal) wants to appoint an agent to promote their products or services, negotiate sales, or represent them in a specific territory without creating an employment relationship. It covers critical aspects such as commission calculations, agent's authorities, territorial exclusivity, and termination rights, while ensuring compliance with Swiss commercial law requirements. The agreement is particularly important as it helps prevent future disputes by clearly defining the rights, obligations, and expectations of both parties while adhering to mandatory Swiss legal provisions regarding commercial agency relationships.

Suggested Sections

1. Parties: Identification of the Principal (Seller) and the Agent, including full legal names, addresses, and registration details

2. Background: Context of the agreement, brief description of the Principal's business and the purpose of appointing the Agent

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

4. Appointment and Scope: Formal appointment of the Agent and detailed description of the scope of authority

5. Territory and Exclusivity: Definition of the geographical area where the Agent may operate and any exclusivity rights

6. Agent's Duties and Responsibilities: Comprehensive list of the Agent's obligations, including reporting requirements and performance standards

7. Principal's Duties and Responsibilities: Principal's obligations to support the Agent's activities

8. Commission and Payment Terms: Structure of commission, calculation method, payment terms, and conditions for commission entitlement

9. Intellectual Property Rights: Usage rights and restrictions regarding the Principal's trademarks, logos, and other IP

10. Confidentiality: Obligations regarding confidential information protection

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

12. Post-Termination Obligations: Obligations and rights of both parties after agreement termination

13. General Provisions: Standard legal clauses including notices, amendments, governing law, and jurisdiction

Optional Sections

1. Non-Compete and Non-Solicitation: Restrictions on the Agent's competitive activities, used when protecting market position is crucial

2. Marketing and Promotion: Specific requirements for marketing activities, included when the Agent has significant promotional responsibilities

3. Training and Support: Details of training provided by the Principal, included when significant product knowledge or skills are required

4. Insurance Requirements: Specific insurance obligations, included when the Agent's activities involve significant risks

5. Data Protection: Detailed data protection obligations, included when personal data processing is a significant part of the Agent's activities

6. Minimum Performance Requirements: Specific performance targets and consequences of not meeting them, included when performance metrics are crucial

7. Sub-Agents: Rules regarding the appointment of sub-agents, included when sub-agents might be needed

Suggested Schedules

1. Schedule 1 - Products and Services: Detailed list of products/services the Agent is authorized to sell/promote

2. Schedule 2 - Commission Structure: Detailed commission rates, calculation methods, and examples

3. Schedule 3 - Territory Description: Detailed description or map of the Agent's territory

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

5. Schedule 5 - Principal's Trademarks: List of trademarks and usage guidelines

6. Appendix A - Operating Procedures: Detailed operational procedures and guidelines

7. Appendix B - Performance Metrics: Detailed performance evaluation criteria and metrics

Authors

Alex Denne

Head of Growth (Open Source Law) @ ��Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co

Relevant legal definitions

Clauses

Relevant Industries

Manufacturing

Consumer Goods

Industrial Equipment

Technology and Software

Pharmaceuticals

Luxury Goods

Financial Services

Real Estate

Professional Services

Export/Import

Wholesale Distribution

Automotive

Chemical Industry

Machinery and Equipment

Relevant Teams

Legal

Sales

Business Development

Commercial Operations

Compliance

Contract Administration

Channel Management

Distribution

International Trade

Partner Relations

Relevant Roles

Sales Director

Commercial Director

Business Development Manager

Legal Counsel

Contracts Manager

Sales Operations Manager

Channel Manager

Distribution Manager

Chief Commercial Officer

Regional Sales Manager

Agency Relations Manager

Compliance Officer

Chief Executive Officer

Sales Representative

Territory Manager

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