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Exclusive Representation Agreement
"I need an Exclusive Representation Agreement for my software company to appoint a sole distributor in Singapore and Malaysia, with a 5% commission structure and minimum quarterly sales targets of SGD 500,000, starting from March 2025."
1. Parties: Identification and details of the principal and representative
2. Background: Context of the agreement and relationship between parties
3. Definitions: Key terms used throughout the agreement
4. Appointment and Scope: Terms of exclusive representation and territorial scope
5. Duration: Term of the agreement including commencement date
6. Representatives Rights and Obligations: Detailed responsibilities and authority of the representative
7. Principals Rights and Obligations: Obligations and commitments of the principal
8. Compensation: Commission structure and payment terms
9. Termination: Grounds and process for ending the agreement
1. Non-Competition: Restrictions on competing activities, used when protecting market position
2. Intellectual Property: IP rights and usage terms for branded products or IP assets
3. International Provisions: Cross-border considerations and compliance requirements for multi-jurisdictional representation
4. Performance Targets: Specific goals and metrics for performance-based representation
1. Territory Schedule: Detailed definition of geographical coverage
2. Commission Structure: Detailed breakdown of commission calculations and examples
3. Product/Service Schedule: List of products or services covered by the agreement
4. Performance Metrics: Detailed KPIs and measurement criteria
5. Required Forms and Procedures: Standard operating procedures and documentation requirements
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