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Intermediary Commission Agreement Template for India

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Key Requirements PROMPT example:

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."

Document background
The Intermediary Commission Agreement is essential for businesses operating in India that engage third parties to facilitate sales, business development, or market expansion. This document is particularly relevant in scenarios where companies wish to expand their market reach without direct employment relationships. The agreement clearly defines the commission structure, scope of services, territorial rights, and compliance requirements under Indian law. It includes necessary provisions for GST compliance, TDS requirements, and other regulatory obligations specific to the Indian market. The document is designed to protect both parties' interests while maintaining flexibility for various business models and industry-specific requirements. Typically used when engaging sales agents, business representatives, or channel partners, this agreement type helps establish clear performance metrics, payment terms, and operational guidelines while ensuring compliance with Indian commercial and tax laws.
Suggested Sections

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

Optional Sections

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

Suggested Schedules

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

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

Retail

Real Estate

Insurance

Financial Services

Technology

Manufacturing

Export-Import

Pharmaceuticals

Telecommunications

Professional Services

E-commerce

Automotive

Consumer Goods

Industrial Equipment

Healthcare

Relevant Teams

Legal

Sales

Business Development

Finance

Operations

Compliance

Commercial

Partner Relations

Contract Administration

Tax

Risk Management

Relevant Roles

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

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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