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Non Exclusive Agency Agreement Template for England and Wales

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Key Requirements PROMPT example:

Non Exclusive Agency Agreement

"I need a Non Exclusive Agency Agreement for my UK software company to appoint multiple sales agents across Europe, with a commission structure of 15% for new clients and 10% for renewals, starting from March 2025."

Document background
The Non-Exclusive Agency Agreement is used when a business wants to appoint an agent to represent their interests while maintaining flexibility to work with other agents or conduct business directly. This document is particularly relevant under English and Welsh law, incorporating requirements from the Commercial Agents Regulations 1993 and related legislation. It typically includes detailed provisions on commission structures, territory definitions, performance requirements, and termination conditions. The non-exclusive nature allows the principal to maintain multiple agency relationships simultaneously, making it ideal for businesses seeking broad market coverage without exclusive commitments.
Suggested Sections

1. Parties: Identification and details of the principal and agent

2. Background: Context and purpose of the agency relationship

3. Definitions: Key terms used throughout the agreement

4. Appointment and Scope: Terms of appointment and scope of agency services

5. Agent's Obligations: Core duties and responsibilities of the agent

6. Principal's Obligations: Core duties and responsibilities of the principal

7. Commission Structure: Payment terms and commission calculations

8. Term and Termination: Duration and termination provisions

9. Governing Law and Jurisdiction: Applicable law and dispute resolution

Optional Sections

1. Territory: Geographic scope of agency activities - used when agency is limited to specific geographic areas

2. Minimum Performance Requirements: Performance targets and metrics - used when specific performance standards are required

3. Training and Support: Principal's support obligations - used when specific training or support is provided

4. Insurance: Insurance requirements - used when specific insurance coverage is required

Suggested Schedules

1. Commission Schedule: Detailed commission rates and calculation methods

2. Territory Schedule: Detailed description of geographic territories

3. Products/Services Schedule: List of products or services covered by the agreement

4. Performance Metrics Schedule: Detailed performance requirements and measurements

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

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Relevant Industries
Relevant Teams
Relevant Roles
Industries

Commercial Agents (Council Directive) Regulations 1993: Key legislation implementing EU Directive 86/653/EEC that governs relationships between commercial agents and principals. Covers rights, duties, termination provisions, and compensation/indemnity upon termination.

Supply of Goods and Services Act 1982: Relevant for service aspects of the agency relationship, implying terms about reasonable care and skill and covering timing of service delivery.

Contracts (Rights of Third Parties) Act 1999: Important legislation for determining third-party rights in contracts, requiring explicit exclusion or inclusion clauses.

Competition Act 1998: Ensures compliance with competition law, particularly relevant for non-exclusive arrangements and prevents anti-competitive practices.

Consumer Rights Act 2015: Relevant if the agency involves consumer-facing activities, impacts terms regarding consumer protection.

Data Protection Act 2018 and UK GDPR: Crucial for any personal data processing activities, setting requirements for data handling and privacy protection.

Bribery Act 2010: Sets out anti-corruption provisions and due diligence requirements for business relationships.

Modern Slavery Act 2015: Applicable depending on business size/nature, particularly important for supply chain considerations and compliance.

Common Law Principles: Encompasses agency law principles, contract law fundamentals, and fiduciary duties as established through case law.

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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