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Contract Sales Representative Template for Germany

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Key Requirements PROMPT example:

Contract Sales Representative

"I need a Contract Sales Representative agreement for a German software company, appointing an exclusive sales representative for the Bavaria region with a 10% commission structure and quarterly sales targets, to commence from March 1, 2025."

Document background
The Contract Sales Representative agreement is essential for businesses operating in Germany that wish to engage sales representatives to promote and sell their products or services. This document, governed by German law, particularly the German Commercial Code (HGB), establishes the legal framework for the commercial agency relationship. It should be used when appointing either self-employed sales representatives (Handelsvertreter) or employed sales representatives, clearly defining their rights, responsibilities, and compensation structure. The agreement includes crucial elements such as territory definition, commission calculations, reporting requirements, and termination provisions, all aligned with German legal requirements. It's particularly important as it provides legal certainty for both parties and ensures compliance with mandatory German commercial law provisions regarding sales representation.
Suggested Sections

1. Parties: Identification of the principal company and the sales representative, including full legal names, addresses, and registration details

2. Background: Brief context of the agreement and the intention to appoint 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 area of operation

5. Rights and Obligations of the Sales Representative: Detailed responsibilities including customer acquisition, reporting, compliance with company policies

6. Rights and Obligations of the Principal: Company's obligations including product information, support, and training

7. Commission Structure: Detailed commission calculation methods, payment terms, and conditions as per §87 HGB

8. Intellectual Property Rights: Usage rights of company trademarks, logos, and materials

9. Confidentiality: Obligations regarding business secrets and confidential information

10. Term and Termination: Contract duration, notice periods, and termination grounds according to §89 HGB

11. Post-Termination Obligations: Obligations after contract end, including return of materials and final commission settlements

12. Governing Law and Jurisdiction: Specification of German law application and jurisdiction for disputes

Optional Sections

1. Non-Compete Clause: Used when restricting the representative from working with competitors, must comply with §90a HGB

2. Performance Targets: Include when specific sales targets or KPIs are part of the agreement

3. Data Protection: Detailed GDPR compliance section when representative handles significant customer data

4. Insurance Requirements: When specific insurance coverage is required from the representative

5. Training and Support: Detailed training provisions when extensive product knowledge is required

6. Expense Reimbursement: When specific expenses are to be reimbursed beyond standard commission

7. Sub-agents: When the representative is allowed to appoint sub-agents

8. Minimum Performance Requirements: When specific minimum performance levels are required to maintain the contract

Suggested Schedules

1. Schedule 1 - Product List: Detailed list of products/services the representative is authorized to sell

2. Schedule 2 - Commission Rates: Detailed commission structures, including any variations by product or customer type

3. Schedule 3 - Territory Definition: Detailed description of geographical territory and any excluded accounts

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

5. Schedule 5 - Company Policies: Relevant company policies the representative must follow

6. Appendix A - Customer List: List of existing customers and any special arrangements

7. Appendix B - Sales Targets: Detailed sales targets and measurement criteria if applicable

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

Manufacturing

Retail

Wholesale

Technology

Pharmaceuticals

Industrial Equipment

Consumer Goods

Software and IT

Medical Devices

Automotive

Chemical Industry

Construction Materials

Professional Services

Telecommunications

Food and Beverage

Relevant Teams

Legal

Sales

Human Resources

Compliance

Finance

Operations

Business Development

Commercial Operations

Contract Administration

Risk Management

Relevant Roles

Sales Representative

Regional Sales Manager

Commercial Agent

Business Development Manager

Territory Manager

Sales Director

Legal Counsel

Compliance Officer

HR Manager

Contract Manager

Chief Commercial Officer

Sales Operations Manager

Account Executive

VP of Sales

General 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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