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Independent Sales Representative Agreement Template for India

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Key Requirements PROMPT example:

Independent Sales Representative Agreement

"I need an Independent Sales Representative Agreement for my software company based in Bangalore, covering sales representatives in South India, with a 15% commission structure on SaaS products and the agreement should start from January 2025."

Document background
The Independent Sales Representative Agreement is essential for businesses operating in India that wish to expand their sales reach without directly employing additional sales staff. This document is particularly relevant in the Indian context where companies need to navigate specific legal requirements under the Indian Contract Act, 1872, and related commercial laws. It defines the independent contractor relationship, protecting both parties while establishing clear parameters for territory rights, commission structures, and performance expectations. The agreement is commonly used when a company wants to leverage external sales expertise in specific markets or territories while maintaining legal separation from the representative. It includes crucial provisions for commission calculations, payment terms, confidentiality, and non-compete clauses, all tailored to comply with Indian legal requirements and business practices.
Suggested Sections

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

2. Background: Context of the agreement, brief description of the principal's business, and purpose of engaging an independent sales representative

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

4. Appointment and Territory: Formal appointment of the representative and definition of the geographic territory or market segment

5. Term and Termination: Duration of the agreement, renewal terms, and conditions for termination by either party

6. Rights and Obligations of Sales Representative: Core responsibilities, performance standards, reporting requirements, and conduct expectations

7. Rights and Obligations of Principal: Company's commitments, support provisions, and obligations to the representative

8. Commission Structure: Detailed commission rates, calculation methods, payment terms, and conditions for earning commission

9. Intellectual Property Rights: Usage rights for company trademarks, logos, and marketing materials

10. Confidentiality: Protection of confidential information and trade secrets

11. Non-Compete and Non-Solicitation: Restrictions during and after the agreement term

12. Independent Contractor Status: Clear establishment of independent contractor relationship and not employment

13. Indemnification: Mutual indemnification obligations and liability limitations

14. General Provisions: Standard clauses including governing law, notices, amendments, and dispute resolution

Optional Sections

1. Training and Support: Details of training programs and ongoing support provided by the principal - include when significant product training is required

2. Marketing and Advertising: Guidelines for marketing activities and cost-sharing arrangements - include when representative has significant marketing responsibilities

3. Minimum Performance Requirements: Specific sales targets and consequences of not meeting them - include when setting performance benchmarks is crucial

4. Sub-Representatives: Terms for appointing sub-representatives - include when allowing delegation of duties

5. Insurance Requirements: Specific insurance coverage requirements - include for high-risk products or services

6. Data Protection: GDPR or other data protection compliance - include when handling sensitive customer data

7. Export Control: Export regulations compliance - include for international sales

8. Product Returns and Warranties: Handling of returns and warranty claims - include for physical product sales

Suggested Schedules

1. Schedule A - Products and Services: Detailed list of products/services the representative is authorized to sell

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

3. Schedule C - Territory Definition: Detailed description or map of the assigned sales territory

4. Schedule D - Reporting Templates: Standard formats for sales reports and documentation

5. Schedule E - Performance Metrics: Specific KPIs and evaluation criteria

6. Appendix 1 - Confidentiality Agreement: Detailed confidentiality terms and requirements

7. Appendix 2 - Approved Marketing Materials: List of approved marketing materials and usage guidelines

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

Technology

Consumer Goods

Industrial Equipment

Healthcare Products

Software and SaaS

Telecommunications

Automotive

Electronics

Pharmaceuticals

Construction Materials

Financial Services

Professional Services

Retail

Energy and Utilities

Relevant Teams

Sales

Legal

Compliance

Finance

Operations

Business Development

Commercial

Contract Administration

Revenue Operations

Channel Management

Relevant Roles

Sales Director

Business Development Manager

Channel Manager

Sales Operations Manager

Legal Counsel

Compliance Officer

Commercial Director

Regional Sales Manager

Chief Revenue Officer

Contract Manager

Territory Manager

Independent Sales Representative

Sales Agent

Commission-based Sales Professional

Business Owner

Entrepreneur

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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