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The Sales Representative Agreement is a crucial document used when a company (principal) wishes to engage an independent sales representative to promote and sell its products or services in Denmark. This agreement must comply with the Danish Commercial Agents Act, which implements EU Directive 86/653/EEC, and includes specific provisions regarding commission calculations, notice periods, and post-termination compensation. The document is essential for businesses expanding their sales operations through representatives rather than employed salespeople, providing clear guidelines on territory rights, performance expectations, commission structures, and mutual obligations. It addresses key aspects such as data protection under GDPR, competition law compliance, and intellectual property protection, while ensuring alignment with Danish business practices and legal requirements.

1. Parties: Identification of the Principal and Sales Representative, including full legal names, registration numbers, and addresses

2. Background: Context of the agreement, brief description of the Principal's business, and purpose of appointing the Sales Representative

3. Definitions: Definitions of key terms used throughout the agreement, including Products, Territory, Customers, Commission, etc.

4. Appointment and Territory: Scope of appointment, exclusivity/non-exclusivity, and definition of the geographical territory

5. Rights and Obligations of the Sales Representative: Core duties, performance standards, reporting requirements, and compliance obligations

6. Rights and Obligations of the Principal: Principal's commitments, support to be provided, and information sharing obligations

7. Commission Structure: Detailed commission calculations, payment terms, and conditions for commission eligibility

8. Sales Targets: Minimum performance requirements and sales targets, if any, and consequences of non-achievement

9. Intellectual Property: Usage rights for Principal's trademarks, logos, and other IP during the agreement term

10. Confidentiality: Protection of confidential information and trade secrets

11. Term and Termination: Duration of agreement, notice periods, and grounds for termination

12. Post-Termination: Obligations after termination, including handover of materials and final commission payments

13. Data Protection: GDPR compliance and data handling requirements

14. Governing Law and Jurisdiction: Confirmation of Danish law governance and jurisdiction for disputes

15. General Provisions: Standard boilerplate clauses including entire agreement, amendments, and notices