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Intermediary Commission Agreement
"I need an Intermediary Commission Agreement for a software sales agent in Mumbai who will receive 15% commission on enterprise sales, starting March 2025, with quarterly performance targets and strict confidentiality provisions around our client data."
1. Parties: Identification of the principal and intermediary with full legal names and addresses
2. Background: Context of the agreement and brief description of the business relationship
3. Definitions: Key terms used throughout the agreement including 'Services', 'Commission', 'Territory', and 'Customers'
4. Appointment and Scope: Terms of intermediary appointment, territory/market coverage, and exclusivity/non-exclusivity
5. Services and Obligations: Detailed description of intermediary's services and responsibilities
6. Commission Structure: Commission rates, calculation method, and qualifying transactions
7. Payment Terms: Commission payment schedule, currency, payment method, and tax considerations
8. Reporting and Records: Requirements for sales reporting, record-keeping, and audit rights
9. Term and Termination: Agreement duration, renewal terms, and termination provisions
10. Confidentiality: Protection of confidential information and trade secrets
11. Non-Competition and Non-Solicitation: Restrictions on competitive activities and customer solicitation
12. Indemnification: Mutual indemnification obligations and liability limitations
13. Governing Law and Jurisdiction: Specification of Indian law as governing law and jurisdiction for disputes
14. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
1. Intellectual Property Rights: Include when the intermediary will be using the principal's IP or creating new IP during services
2. Performance Targets: Add when specific sales or performance targets are required with associated incentives/penalties
3. Training and Support: Include when the principal will provide specific training or support services
4. Insurance Requirements: Add when specific insurance coverage is required from the intermediary
5. Data Protection: Include when personal data processing is involved in the services
6. Compliance with Anti-Corruption Laws: Add for international transactions or when dealing with government entities
7. Force Majeure: Include when specific provisions for unforeseen circumstances are needed
8. Bank Guarantee/Security Deposit: Add when financial security from the intermediary is required
1. Schedule 1 - Commission Rates: Detailed breakdown of commission rates for different products/services
2. Schedule 2 - Territory Definition: Detailed description of geographical area or market segment covered
3. Schedule 3 - Service Level Requirements: Specific performance metrics and service standards
4. Schedule 4 - Reporting Templates: Standard formats for regular reporting and documentation
5. Schedule 5 - Approved Marketing Materials: List of approved marketing materials and usage guidelines
6. Appendix A - Code of Conduct: Guidelines for ethical business practices and behavior
7. Appendix B - Compliance Requirements: Specific regulatory and compliance requirements
8. Appendix C - Contact Details: Key contact information for both parties
Authors
Retail
Real Estate
Insurance
Financial Services
Technology
Manufacturing
Export-Import
Pharmaceuticals
Telecommunications
Professional Services
E-commerce
Automotive
Consumer Goods
Industrial Equipment
Healthcare
Legal
Sales
Business Development
Finance
Operations
Compliance
Commercial
Partner Relations
Contract Administration
Tax
Risk Management
Sales Director
Business Development Manager
Legal Counsel
Commercial Director
Channel Manager
Operations Manager
Finance Manager
Compliance Officer
Chief Commercial Officer
Sales Operations Manager
Contract Manager
Chief Financial Officer
Regional Sales Manager
Partner Relations Manager
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