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Exclusive Representation Agreement Template for Australia

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Key Requirements PROMPT example:

Exclusive Representation Agreement Template

"I need an Exclusive Representation Agreement Template for appointing a distributor to exclusively represent our medical devices in Western Australia, with strict performance targets and quarterly reviews starting from March 2025."

Document background
The Exclusive Representation Agreement Template is designed for use in the Australian business context where a company (Principal) wishes to appoint an exclusive representative to market and sell its products or services in a defined territory. This document becomes essential when businesses seek to expand their market presence through dedicated representatives while maintaining control over their distribution channels. The template incorporates provisions compliant with Australian competition law, consumer protection legislation, and commercial agency regulations. It includes comprehensive sections covering appointment terms, territorial rights, performance expectations, commission structures, and termination conditions. The agreement is particularly valuable for international companies entering the Australian market or domestic companies establishing exclusive distribution networks across different states and territories.
Suggested Sections

1. Parties: Identification and details of the principal and the exclusive representative

2. Background: Context of the agreement, relationship between parties, and purpose of the exclusive representation

3. Definitions: Detailed definitions of key terms used throughout the agreement

4. Appointment and Scope: Clear statement of exclusive appointment and detailed scope of representation

5. Term and Territory: Duration of the agreement and geographical area of exclusive representation

6. Representative's Rights and Obligations: Detailed responsibilities, duties, and rights of the representative

7. Principal's Rights and Obligations: Obligations and commitments of the principal, including non-circumvention provisions

8. Exclusivity Provisions: Specific terms ensuring and protecting the exclusive nature of the representation

9. Compensation and Payment Terms: Fee structure, commission rates, payment schedule, and related financial terms

10. Intellectual Property Rights: Usage rights and protection of trademarks, logos, and other IP during representation

11. Confidentiality: Protection of confidential information and trade secrets

12. Termination: Grounds for termination, notice requirements, and consequences of termination

13. Post-Termination Obligations: Duties and restrictions that survive after agreement termination

14. General Provisions: Standard clauses including governing law, notices, amendment procedures, and dispute resolution

Optional Sections

1. Performance Targets: Include when specific performance metrics or sales targets are required for maintaining exclusivity

2. Sub-Representatives: Include when the representative may need to appoint sub-agents or sub-representatives

3. Marketing and Promotion: Include when specific marketing obligations or restrictions need to be detailed

4. Training and Support: Include when the principal provides specific training or support services

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

6. Compliance with Laws: Include when operating in heavily regulated industries or multiple jurisdictions

7. Data Protection: Include when significant personal data processing is involved

8. Force Majeure: Include when specific circumstances for contract suspension need to be detailed

9. Non-Compete: Include when post-termination competition restrictions are required

Suggested Schedules

1. Territory Description: Detailed description of geographical areas covered by the exclusive representation

2. Commission Structure: Detailed breakdown of commission rates, calculation methods, and examples

3. Products/Services: Comprehensive list of products or services covered under the agreement

4. Performance Metrics: Specific targets, KPIs, and measurement criteria

5. Approved Marketing Materials: List of approved marketing materials and usage guidelines

6. Reporting Templates: Standard formats for regular reporting requirements

7. Contact Details: Key contact persons and escalation matrix for both parties

Authors

Alex Denne

Head of Growth (Open Source Law) @ ºÚÁÏÊÓÆµ | 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

Consumer Goods

Professional Services

Industrial Equipment

Pharmaceuticals

Fashion and Retail

Software and IT

Construction Materials

Automotive

Medical Devices

Agricultural Products

Entertainment and Media

Telecommunications

Relevant Teams

Legal

Commercial

Sales

Business Development

Operations

Contract Management

International Trade

Distribution

Channel Management

Corporate Affairs

Relevant Roles

Commercial Director

Business Development Manager

Sales Director

Legal Counsel

Contract Manager

Chief Commercial Officer

Regional Sales Manager

Distribution Manager

Channel Partner Manager

Export Manager

Territory Manager

Agency Relations Manager

Sales Operations Manager

Chief Executive Officer

Managing Director

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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