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Limited Agency Agreement
"I need a Limited Agency Agreement for appointing an exclusive sales agent in Switzerland to represent our German machinery company's products, with authority limited to securing leads and negotiating preliminary terms, starting March 2025."
1. Parties: Identification of the Principal and Agent with full legal names and addresses
2. Background: Context of the agreement and brief description of the parties' business relationship
3. Definitions: Key terms used throughout the agreement
4. Appointment and Scope: Formal appointment of agent and clear delimitation of authority granted
5. Territory and Products: Geographic area of operation and specific products/services covered by the agency
6. Agent's Obligations: Core duties, reporting requirements, and performance standards
7. Principal's Obligations: Support, information, and materials to be provided by the principal
8. Commission and Payment: Commission structure, calculation method, payment terms, and expenses
9. Intellectual Property: Usage rights and restrictions regarding trademarks, logos, and other IP
10. Confidentiality: Protection of confidential information and trade secrets
11. Duration and Termination: Term of agreement, termination rights, and notice periods
12. Post-Termination: Obligations and restrictions after agreement ends
13. General Provisions: Standard clauses including governing law, notices, and entire agreement
1. Non-Competition: Restrictions on competing activities during and after the agreement - include when agent will have significant market access or customer relationships
2. Data Protection: Specific provisions for handling personal data - include when agent will process customer data
3. Insurance: Requirements for professional liability insurance - include for high-value or high-risk activities
4. Bank Guarantee: Requirements for financial security - include when agent handles significant funds
5. Compliance: Anti-bribery, sanctions, and other compliance obligations - include for international operations
6. Sub-Agents: Rights and restrictions regarding appointment of sub-agents - include when sub-delegation might be needed
1. Schedule 1 - Products and Services: Detailed list of products/services covered by the agency
2. Schedule 2 - Territory: Detailed description of geographic territory including any exclusions
3. Schedule 3 - Commission Rates: Detailed commission structure and calculation methods
4. Schedule 4 - Reporting Requirements: Templates and timing for required reports
5. Schedule 5 - Performance Targets: Specific KPIs and minimum performance requirements
6. Appendix A - Power of Attorney: Formal power of attorney document if required under local law
7. Appendix B - Brand Guidelines: Guidelines for use of principal's branding and marketing materials
Authors
Manufacturing
Industrial Products
Consumer Goods
Luxury Goods
Technology
Pharmaceuticals
Financial Services
Professional Services
Chemical Industry
Machinery and Equipment
Food and Beverage
Retail
Software and IT
Medical Devices
Legal
Commercial
Sales
Business Development
Compliance
Operations
Contract Management
Partner Management
International Business
Corporate Affairs
Commercial Director
Sales Director
Legal Counsel
Business Development Manager
Contracts Manager
Chief Commercial Officer
Sales Operations Manager
Regional Manager
Country Manager
Compliance Officer
General Counsel
Agency Relations Manager
Partner Manager
Distribution Manager
Commercial Operations Director
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