Sales agency agreement

About this document

This is an agreement for a standard sales agency arrangement. The agent represents the principal, but is restricted so that he or she cannot bind the principal to terms that the principal would not accept.

The contract sets out the responsibilities of each party and defines the limitations of the agent's power. It provides an administrative framework for your arrangements with your agents, will help you to protect your business and comply with the regulations governing these relationships.

We provide you with options to control many aspects of the arrangement: you can state how the services should be sold, how clients are to be managed, what information you require, ownership and use of intellectual property and many other details.

Like all our documents, it is intended to be practical and useful as well as giving you legal protection.

Is this agreement suitable for your business?

This document is suitable for any business that provides services to clients and wishes to set up one or more commission agents based in the UK, EU or elsewhere in the world to sell on its behalf.

The services you sell could be anything, from equipment maintenance to consultancy. Your customers could be businesses or consumers.

You might use agents to:

• access markets that are otherwise expensive to reach: ones in areas of the world in which you do not already have a sales network, or ones in new industries
• offer your services as an upsell to their own products or services - for example, you may install or service machinery the agent sells
• outsource part or all of your sales and marketing functions

Alternative documents

We provide a sales agency agreement for goods rather than services.

We also offer a number of other sales agency agreements and distribution agreements for different arrangements, including website marketing terms.

The law in this agreement

This contract provides compliance with the Commercial Agents (Council Directive) Regulations 1993. The regulations apply only within the EU, so if your agent is resident outside of the European Union, you may make whatever arrangements you wish.

If your agent is based in the EU, then it is likely to be regulation 17 that is most important to your business. This regulation gives the right to what is effectively damages for loss of the agent's business. This 'indemnity' is available to an agent only if claimed, so we have not drawn attention to it by reference in the document. If you change the agreement in any way which reduces the rights of the agent, your provision may be void. We guide you as to what you can and what you shouldn't change.

Contents

• Setting up and basis of agreement
• Terms of appointment
• Agent's duties and obligations
• Commission payment procedure
• Rights and duties of the principal
• Confidential information
• Intellectual property
• No competition
• Termination and what happens afterwards
• More of your legal framework
• Schedules for you to enter your instructions for reports, plans and commission arrangements