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Commission Based Consulting Agreement Template for Canada

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Key Requirements PROMPT example:

Commission Based Consulting Agreement

"I need a Commission Based Consulting Agreement for engaging a sales consultant who will help expand our software business into Western Canada, with a tiered commission structure starting at 5% for the first $100,000 in sales and increasing to 8% for sales above $250,000, beginning March 1, 2025."

Document background
The Commission Based Consulting Agreement is essential for businesses operating in Canada that engage consultants on a commission basis rather than fixed compensation. This document is particularly relevant when organizations seek to formalize relationships with independent contractors who will be compensated based on performance, sales, or other measurable outcomes. The agreement serves multiple purposes: it establishes the independent contractor status to comply with Canadian employment laws, defines the commission structure and payment terms, protects intellectual property and confidential information, and outlines the scope of consulting services. The document is designed to comply with both federal and provincial regulations governing independent contractor relationships, tax implications, and business operations. It's commonly used in situations where consultants provide services in sales, business development, or advisory roles where success-based compensation is appropriate.
Suggested Sections

1. Parties: Identifies the contracting parties - the company/client and the consultant, including full legal names and addresses

2. Background: Outlines the context of the agreement, including the client's need for consulting services and the consultant's qualifications

3. Definitions: Defines key terms used throughout the agreement, including 'Services', 'Commission', 'Revenue', and other relevant terms

4. Scope of Services: Detailed description of the consulting services to be provided

5. Independent Contractor Relationship: Explicitly establishes the consultant's status as an independent contractor, not an employee

6. Commission Structure: Details the commission calculation method, rates, and payment terms

7. Payment Terms: Specifies payment frequency, method, and any conditions precedent to payment

8. Term and Termination: Defines the agreement duration and circumstances for termination

9. Confidentiality: Protects proprietary information shared during the consulting relationship

10. Intellectual Property: Addresses ownership of work product and pre-existing IP

11. Representations and Warranties: States the parties' assurances regarding their capacity and qualifications

12. Indemnification: Outlines mutual protection against third-party claims

13. Insurance: Specifies required insurance coverage for the consultant

14. General Provisions: Standard clauses including notices, amendments, governing law, etc.

Optional Sections

1. Non-Competition: Restricts consultant from competing directly - include when consultant will have access to sensitive competitive information

2. Non-Solicitation: Prevents poaching of clients or employees - include when consultant will have significant client or employee contact

3. Expenses: Details reimbursable expenses - include when consultant may incur business expenses on behalf of client

4. Performance Metrics: Establishes specific performance standards - include when commission is tied to performance beyond sales

5. Training and Support: Outlines any training or resources provided by client - include when specific onboarding or ongoing support is needed

6. Dispute Resolution: Specifies mediation or arbitration procedures - include when parties prefer alternative dispute resolution

7. Exclusivity: Requires consultant to work exclusively with client - include when full-time dedication is required

8. Force Majeure: Addresses unforeseen circumstances - include when long-term or critical services are involved

Suggested Schedules

1. Schedule A - Services Description: Detailed breakdown of consulting services and deliverables

2. Schedule B - Commission Rates and Calculations: Detailed commission structure, including any tiered rates or bonus systems

3. Schedule C - Performance Metrics: Specific KPIs and performance standards if applicable

4. Schedule D - Expense Policy: Detailed policy on reimbursable expenses and approval procedures

5. Schedule E - Compliance Requirements: Industry-specific compliance requirements or standards

6. Appendix 1 - Reporting Templates: Standard forms for activity reporting and commission calculations

7. Appendix 2 - Territory/Client List: Defined geographic area or client base for consultant's activities

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

Professional Services

Management Consulting

Sales and Marketing

Real Estate

Financial Services

Technology

Manufacturing

Retail

Insurance

Telecommunications

Business Development

Healthcare

Relevant Teams

Legal

Human Resources

Finance

Sales

Business Development

Operations

Procurement

Compliance

Executive Leadership

Contract Administration

Relevant Roles

Business Development Consultant

Sales Consultant

Management Consultant

Strategic Advisor

Channel Partner

Commercial Director

Sales Director

Business Development Manager

Legal Counsel

HR Director

Procurement Manager

Operations Manager

Chief Financial Officer

Chief Executive Officer

Contract Administrator

Compliance Officer

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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