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Non Exclusive Representation Agreement
"I need a Non-Exclusive Representation Agreement for my Swiss medical device company to appoint multiple sales representatives across Germany and Austria, with the agreement starting January 2025 and including specific provisions for regulatory compliance and commission structure based on product categories."
1. Parties: Identification and details of the principal and representative
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: Clear statement of non-exclusive appointment and detailed scope of representation
5. Territory: Geographical area where the representative is authorized to act
6. Rights and Obligations of the Representative: Detailed responsibilities, reporting requirements, and performance standards
7. Rights and Obligations of the Principal: Support, information, and resources to be provided by the principal
8. Non-Exclusivity Provisions: Explicit terms regarding non-exclusive nature and parties' rights to engage with others
9. Compensation: Commission structure, payment terms, and calculation methods
10. Term and Termination: Duration, renewal provisions, and termination circumstances
11. Confidentiality: Protection of confidential information and trade secrets
12. Intellectual Property: Usage rights and protection of trademarks, logos, and other IP
13. Governing Law and Jurisdiction: Confirmation of Swiss law application and jurisdiction
14. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
1. Non-Compete: Restrictions on competitive activities - optional based on business needs and must comply with Swiss competition law
2. Data Protection: Specific provisions for handling personal data - required if personal data processing is involved
3. Insurance: Requirements for professional liability insurance - recommended for high-value representations
4. Force Majeure: Provisions for unforeseen circumstances - recommended for long-term agreements
5. Post-Termination Obligations: Specific duties after agreement ends - useful for complex commercial relationships
6. Compliance with Laws: Specific regulatory compliance requirements - necessary for regulated industries
7. Training and Support: Details of training provided by principal - relevant for technical products/services
8. Minimum Performance Requirements: Specific targets or KPIs - optional based on business model
1. Schedule 1 - Products/Services: Detailed list of products or services covered by the representation
2. Schedule 2 - Commission Structure: Detailed breakdown of commission rates and calculation methods
3. Schedule 3 - Territory Definition: Detailed description or map of the geographical territory
4. Schedule 4 - Reporting Requirements: Templates and timing for regular reporting
5. Schedule 5 - Principal's Trademarks: List of trademarks and usage guidelines
6. Appendix A - Contact Details: Key contacts and communication protocols
7. Appendix B - Operating Procedures: Standard operating procedures and processes
Authors
Manufacturing
Retail
Technology
Professional Services
Consumer Goods
Industrial Equipment
Pharmaceuticals
Financial Services
Software and IT
Telecommunications
Fashion and Luxury Goods
Real Estate
Construction Materials
Medical Devices
Chemical Industry
Legal
Sales
Business Development
Commercial Operations
Partner Relations
Contract Management
Compliance
Corporate Development
International Operations
Commercial Strategy
Chief Executive Officer
Commercial Director
Sales Director
Business Development Manager
Legal Counsel
Contract Manager
Sales Operations Manager
Channel Manager
Partner Relations Manager
Regional Sales Manager
Commercial Operations Director
Head of Business Development
General Counsel
Chief Commercial Officer
Sales Representative
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