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Exclusive Management Agency Agreement
1. Parties: Identification of the Principal and the Agent, including full legal names, registration numbers, and addresses
2. Background: Context of the agreement, brief description of the parties' businesses, and purpose of the arrangement
3. Definitions: Key terms used throughout the agreement, including Territory, Products/Services, Exclusive Rights, etc.
4. Appointment and Scope: Formal appointment of the agent, definition of exclusivity, and territorial scope
5. Term: Duration of the agreement, including start date and initial term
6. Agent's Rights and Obligations: Detailed responsibilities, performance requirements, reporting obligations, and conduct standards
7. Principal's Rights and Obligations: Support to be provided, information sharing, and other obligations of the principal
8. Commission and Payment Terms: Commission structure, calculation method, payment timing, and related financial terms
9. Intellectual Property: Usage rights for trademarks, branding, and other IP during the agreement
10. Confidentiality: Protection of confidential information and trade secrets
11. Data Protection: GDPR compliance and data handling requirements
12. Termination: Grounds for termination, notice periods, and termination procedures
13. Post-Termination: Obligations after termination, including handover of materials and compensation
14. General Provisions: Standard clauses including notices, amendments, governing law, etc.
1. Non-Competition: Restrictions on competitive activities during and after the agreement - include when the agent will have access to sensitive business information
2. Insurance: Insurance requirements for the agent - include when specific coverage is needed for high-value products/services
3. Performance Targets: Specific sales or performance goals - include when the principal wants to set measurable objectives
4. Sub-Agents: Rights and conditions for appointing sub-agents - include when sub-agents may be needed
5. Training and Support: Detailed training obligations - include for complex products/services requiring specific expertise
6. Marketing and Promotion: Specific marketing obligations and cost sharing - include when significant marketing efforts are required
7. Force Majeure: Provisions for unforeseen circumstances - include for long-term or high-value agreements
1. Schedule 1 - Territory Definition: Detailed description of the geographical territory covered by the agreement
2. Schedule 2 - Products/Services: Comprehensive list of products/services covered by the agreement
3. Schedule 3 - Commission Structure: Detailed commission rates, calculations, and examples
4. Schedule 4 - Performance Criteria: Specific KPIs, targets, and evaluation methods
5. Schedule 5 - Reporting Templates: Standard forms for regular reporting requirements
6. Schedule 6 - Approved Marketing Materials: List of approved marketing materials and usage guidelines
7. Appendix A - Contact Details: Key contact persons and their details for both parties
8. Appendix B - Compliance Requirements: Specific regulatory or industry compliance requirements
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