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1. Parties: Identification of the Principal company and the Independent Sales Representative, including full legal names, registration details, and addresses
2. Background: Context of the agreement, nature of the Principal's business, and purpose of engaging an independent sales representative
3. Definitions: Key terms used throughout the agreement, including Territory, Products, Customers, Commission, etc.
4. Appointment and Scope: Terms of appointment, exclusivity/non-exclusivity, territory definition, and products/services covered
5. Independent Contractor Status: Clear establishment of independent contractor relationship, disclaimer of employment relationship, and tax/social security responsibilities
6. Rights and Obligations of the Representative: Detailed responsibilities, sales targets, reporting requirements, and professional conduct expectations
7. Rights and Obligations of the Principal: Support to be provided, product information, training, and principal's commitments
8. Commission Structure: Commission rates, calculation methods, payment terms, and conditions for commission entitlement
9. Intellectual Property: Usage rights of trademarks, trade names, and other IP during the agreement term
10. Confidentiality: Protection of business secrets, customer information, and confidential data
11. Term and Termination: Duration, renewal terms, notice periods, and grounds for termination as per Belgian law
12. Post-Termination Obligations: Return of materials, final commission payments, and transition requirements
13. Governing Law and Jurisdiction: Specification of Belgian law application and competent courts
1. Non-Compete Clause: Restrictions on competitive activities during and after the agreement, used when protecting customer relationships is crucial
2. Performance Targets: Specific sales targets and consequences of meeting/missing them, used for performance-based relationships
3. Customer Development: Rules for developing and managing customer relationships, used when customer ownership is important
4. Product Training: Requirements for product knowledge and training, used for technical or complex products
5. Expenses and Reimbursement: Terms for business expense coverage, used when representative incurs significant costs
6. Sub-agents: Rules for appointing sub-agents, used when allowing delegation of duties
7. Insurance Requirements: Specific insurance coverage requirements, used in high-risk or regulated industries
8. Data Protection: GDPR compliance measures, used when handling personal data is significant
9. Marketing and Advertising: Guidelines for promotional activities, used when rep conducts marketing
1. Schedule 1 - Territory Definition: Detailed description of geographical territory or customer segments assigned
2. Schedule 2 - Product List: Complete list of products/services covered by the agreement with specifications
3. Schedule 3 - Commission Rates: Detailed commission structure, including any variations by product or customer type
4. Schedule 4 - Sales Targets: Specific performance metrics and targets for evaluation
5. Schedule 5 - Reporting Templates: Standard forms for sales reports and activity documentation
6. Schedule 6 - Operating Procedures: Detailed procedures for order processing, customer service, and support
7. Appendix A - Approved Marketing Materials: List of authorized marketing materials and usage guidelines
8. Appendix B - Customer List: List of existing customers and any special arrangements
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