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Sub Agency Agreement Template for Switzerland

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Key Requirements PROMPT example:

Sub Agency Agreement

"I need a Sub Agency Agreement under Swiss law for appointing a local sub-agent to sell our software products in the Canton of Zurich, with the agreement to commence on March 1, 2025 and include strict data protection and confidentiality provisions."

Document background
The Sub Agency Agreement is utilized when a primary agent wishes to delegate certain agency powers and responsibilities to another party (sub-agent) under Swiss law. This arrangement is common in various commercial contexts where the primary agent needs to expand operations, reach new markets, or distribute responsibilities while maintaining control over the agency relationship. The document details the precise scope of delegated authority, territorial limitations, compensation arrangements, and compliance requirements. It must conform to Swiss legal requirements, particularly the Swiss Code of Obligations' provisions on agency relationships (Articles 394-406). The agreement is essential for establishing clear lines of authority, responsibility, and accountability between the principal agent and sub-agent while preserving the integrity of the original agency relationship with the principal.
Suggested Sections

1. Parties: Identification of the principal agent (as appointer) and the sub-agent, including full legal names and addresses

2. Background: Context of the agreement, including reference to the main agency agreement and basis for sub-agency appointment

3. Definitions: Key terms used throughout the agreement, including definition of Services, Territory, and any industry-specific terminology

4. Appointment and Scope: Terms of sub-agent appointment, scope of authority, and territorial limitations

5. Duration: Term of the agreement, including commencement date and any renewal provisions

6. Sub-Agent's Obligations: Detailed responsibilities, performance standards, reporting requirements, and compliance obligations

7. Principal Agent's Obligations: Support, information, and resources to be provided to the sub-agent

8. Remuneration: Commission structure, payment terms, expenses, and calculation methods

9. Reporting and Accounting: Requirements for financial reporting, record-keeping, and accounting procedures

10. Compliance with Laws: Obligations to comply with applicable laws, regulations, and industry standards

11. Confidentiality: Protection of confidential information and trade secrets

12. Non-Competition and Non-Solicitation: Restrictions on competitive activities during and after the agreement

13. Termination: Grounds for termination, notice requirements, and consequences of termination

14. Post-Termination: Obligations and rights after termination, including handover of materials and clients

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

Optional Sections

1. Intellectual Property Rights: Required when the sub-agent will be using or creating intellectual property

2. Data Protection: Necessary when personal data processing is involved in the agency services

3. Insurance: Required when specific insurance coverage needs to be maintained by the sub-agent

4. Bank Guarantee/Security: Used when financial security is required from the sub-agent

5. Training and Support: Relevant when specific training or ongoing support will be provided

6. Marketing and Branding: Required when the sub-agent will be involved in marketing activities or brand representation

7. Dispute Resolution: Optional alternative dispute resolution procedures beyond standard court jurisdiction

8. Force Majeure: Specific provisions for handling unforeseen circumstances and their impact on obligations

9. Language: Required for international agreements specifying the prevailing language version

Suggested Schedules

1. Schedule 1 - Services Description: Detailed description of services to be provided by the sub-agent

2. Schedule 2 - Territory: Detailed definition of geographical area or market segment covered

3. Schedule 3 - Commission Structure: Detailed breakdown of commission rates, calculations, and examples

4. Schedule 4 - Reporting Templates: Standard forms and formats for required reports

5. Schedule 5 - Key Performance Indicators: Specific performance metrics and targets

6. Schedule 6 - Compliance Requirements: Detailed compliance procedures and requirements

7. Appendix A - Main Agency Agreement Extract: Relevant excerpts from the main agency agreement affecting the sub-agent

8. Appendix B - Product/Service Information: Details of products or services covered by the agreement

Authors

Alex Denne

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

Relevant legal definitions




































Clauses









































Relevant Industries

Financial Services

Insurance

Real Estate

Manufacturing

Distribution and Wholesale

Retail

Technology and Software

Professional Services

Tourism and Hospitality

Pharmaceutical and Healthcare

Construction

Import/Export

Telecommunications

Transportation and Logistics

Relevant Teams

Legal

Commercial

Sales

Business Development

Compliance

Operations

Distribution

Channel Management

Partner Relations

Contract Administration

Risk Management

Relevant Roles

Commercial Director

Sales Manager

Business Development Manager

Legal Counsel

Compliance Officer

Contract Manager

Agency Manager

Distribution Manager

Operations Director

Regional Manager

Channel Partner Manager

Chief Commercial Officer

Business Manager

Relationship Manager

Agency Development Manager

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,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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