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Non Exclusive Agency Agreement Template for Germany

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Key Requirements PROMPT example:

Non Exclusive Agency Agreement

"I need a Non-Exclusive Agency Agreement under German law for my software company, allowing multiple sales agents to represent our cloud-based products across the DACH region, with a focus on commission structures for subscription-based services and specific GDPR compliance requirements."

Document background
The Non-Exclusive Agency Agreement is essential for businesses looking to expand their market presence in Germany or internationally while maintaining flexibility in their distribution strategy. This document is particularly relevant when a company wants to appoint commercial agents without granting exclusive rights, allowing for multiple representatives in the same territory. The agreement must comply with German commercial law, particularly the HGB (Commercial Code) provisions regarding commercial agents, and includes detailed sections on commission structures, territory definitions, and performance expectations. It's commonly used when testing new markets, maintaining competitive distribution networks, or when exclusive arrangements are not desired or practical.
Suggested Sections

1. Parties: Identification of the Principal and Agent with full legal names, registration details, and addresses

2. Background: Context of the agreement and brief description of the parties' business relationship

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

4. Appointment and Scope: Clear statement of non-exclusive appointment and detailed description of agent's territory and products/services

5. Agent's Rights and Obligations: Detailed description of agent's duties, reporting requirements, and performance standards

6. Principal's Rights and Obligations: Principal's commitments, support to be provided, and information obligations

7. Commission Structure: Details of commission rates, calculation methods, and payment terms

8. Term and Termination: Duration of agreement, renewal terms, and termination provisions including notice periods

9. Post-Termination Obligations: Obligations after contract end, including return of materials and final commission payments

10. Confidentiality: Protection of confidential information and trade secrets

11. Data Protection: GDPR compliance and data handling requirements

12. Governing Law and Jurisdiction: Specification of German law as governing law and jurisdiction for disputes

13. Miscellaneous: Standard provisions including severability, entire agreement, and amendments

Optional Sections

1. Non-Compete Clause: Restrictions on agent's competitive activities, used when protecting market position is crucial

2. Minimum Performance Requirements: Specific sales targets or performance metrics, used when wanting to maintain certain performance standards

3. Training and Support: Details of training and support provided by principal, used for complex products/services

4. Insurance Requirements: Specific insurance obligations for the agent, used in high-risk industries

5. Intellectual Property Rights: IP usage and protection provisions, used when agent will handle branded materials

6. Sub-Agents: Provisions regarding the appointment of sub-agents, used when sub-delegation might be needed

7. Marketing and Advertising: Guidelines for marketing activities, used when agent will conduct promotional activities

8. Force Majeure: Provisions for unforeseen circumstances, used in long-term or international agreements

Suggested Schedules

1. Schedule 1: Products/Services: Detailed list of products or services covered by the agency agreement

2. Schedule 2: Territory: Detailed description of geographical territory or market segment

3. Schedule 3: Commission Rates: Detailed commission structure including any variations or special rates

4. Schedule 4: Reporting Templates: Standard forms for regular reporting and commission calculations

5. Schedule 5: Principal's Materials: List of materials, samples, or documentation provided to agent

6. Appendix A: Data Processing Agreement: GDPR-compliant data processing terms if personal data is handled

7. Appendix B: Brand Guidelines: Guidelines for use of principal's branding and marketing materials

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

Retail

Software and Technology

Financial Services

Real Estate

Industrial Equipment

Consumer Goods

Professional Services

Pharmaceutical

Automotive

Chemical Industry

Fashion and Apparel

Construction Materials

Agricultural Products

Medical Devices

Relevant Teams

Legal

Sales

Business Development

Commercial

Operations

Compliance

Distribution

Channel Management

International Business

Contract Administration

Relevant Roles

Sales Director

Business Development Manager

Commercial Director

Legal Counsel

Contracts Manager

Distribution Manager

Channel Manager

Regional Sales Manager

Chief Commercial Officer

Head of Sales

Compliance Officer

Managing Director

Operations Director

Agency Relations Manager

Business Development 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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