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Non Exclusive Sales Representative Agreement Template for Netherlands

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Key Requirements PROMPT example:

Non Exclusive Sales Representative Agreement

"I need a Non-Exclusive Sales Representative Agreement under Dutch law for my medical devices company, with specific provisions for CE-marked products and coverage across Benelux countries, including strict compliance requirements for healthcare sector sales."

Document background
The Non Exclusive Sales Representative Agreement is utilized when a company (principal) wishes to appoint a representative to promote and sell its products or services while maintaining the flexibility to work with other representatives in the same territory. This document, governed by Dutch law and compliant with EU Directive 86/653/EEC, is particularly important in the Netherlands' open trading environment. It defines the non-exclusive nature of the relationship, commission structures, territories, and mutual obligations while ensuring compliance with mandatory provisions of Dutch commercial agency law. The agreement is designed to protect both parties' interests while maintaining the flexibility needed in modern commercial relationships. It includes essential provisions for termination, commission calculations, and post-contractual obligations, as required under Dutch law, while allowing for customization based on specific business needs and industry requirements.
Suggested Sections

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

2. Background: Context of the agreement, including the principal's business, the representative's expertise, and the intention to enter into a non-exclusive arrangement

3. Definitions: Key terms used throughout the agreement, including 'Territory', 'Products', 'Customers', 'Commission', and 'Intellectual Property'

4. Appointment and Scope: Declaration of non-exclusive appointment, territory definition, and scope of representation

5. Term and Termination: Duration of the agreement, renewal provisions, and termination circumstances including notice periods as per Dutch law

6. Representative's Rights and Obligations: Core duties, reporting requirements, performance standards, and compliance obligations

7. Principal's Rights and Obligations: Support to be provided, information sharing, and product supply obligations

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

9. Intellectual Property: Usage rights of principal's trademarks, logos, and marketing materials

10. Confidentiality: Protection of business secrets and confidential information

11. Data Protection: GDPR compliance and data handling requirements

12. Governing Law and Jurisdiction: Specification of Dutch law as governing law and jurisdiction for disputes

13. General Provisions: Standard clauses including severability, entire agreement, and amendments

Optional Sections

1. Performance Targets: Include when specific sales targets or KPIs need to be established

2. Training Requirements: Include when the principal requires specific training or certifications

3. Marketing and Promotion: Include when the representative has specific marketing responsibilities or budgets

4. Insurance Requirements: Include when specific insurance coverage is required from the representative

5. Post-Termination Restrictions: Include when non-compete or customer non-solicitation provisions are needed

6. Sub-agents: Include when the representative may be allowed to appoint sub-agents

7. Minimum Purchase Requirements: Include for hybrid arrangements where the representative also acts as a distributor

8. Stock Holding: Include if the representative will maintain any product inventory

9. Warranty Claims Handling: Include if the representative will handle customer warranty claims

Suggested Schedules

1. Schedule 1 - Territory Definition: Detailed description of geographical territory and any excluded accounts

2. Schedule 2 - Product List: Complete list of products covered by the agreement with descriptions and pricing

3. Schedule 3 - Commission Rates: Detailed commission structure, including any variations by product or customer type

4. Schedule 4 - Reporting Templates: Standard forms for activity reports, sales reports, and customer feedback

5. Schedule 5 - Sales Targets: If applicable, detailed sales targets and measurement criteria

6. Schedule 6 - Operating Procedures: Day-to-day operational procedures and requirements

7. Appendix A - Principal's Trademarks: List of trademarks and usage guidelines

8. Appendix B - Confidential Information: Detailed definition of what constitutes confidential information

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

Software

Industrial Equipment

Consumer Goods

Medical Devices

Professional Services

Telecommunications

Construction Materials

Chemical Products

Automotive

Electronics

Fashion and Apparel

Food and Beverage

Relevant Teams

Legal

Sales

Commercial

Business Development

Contract Administration

Compliance

Finance

International Trade

Operations

Channel Management

Relevant Roles

Sales Director

Commercial Director

Business Development Manager

Sales Representative

Channel Manager

Export Manager

Regional Sales Manager

Legal Counsel

Contracts Manager

Commercial Manager

Chief Commercial Officer

Sales Operations Manager

Territory Manager

Agency Relationship Manager

Head of Sales

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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