Docstoc Legal Agreements
This Exclusive Sales Representative Agreement is between a company that sells,
manufactures, or distributes a product or service and a sales representative who will sell
their product or service on a commission basis. This agreement provides that the
representative shall exclusively sell the company's products or services. It sets forth the
terms and conditions of the agreement including the duties of the sales representative, the
rate of commission and indemnity provisions. This document contains numerous standard
provisions and may be customized to address the specific needs of the parties. It should
be used by companies located in Massachusetts when hiring a sales representative on an
exclusive basis.
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EXCLUSIVE SALES REPRESENTATIVE AGREEMENT
THIS EXCLUSIVE SALES REPRESENTATIVE AGREEMENT (hereinafter “Agreement”) is
effective as of _____ [Month] _____ [Date], 20_____, by and between
________________________ [Instruction: Insert the name of company/entity], a
________________________ [Instruction: Insert the type of entity] having its principal place
of business at ________________________ [Instruction: Insert the address of company]
(hereinafter “Company”) and ________________________ [Instruction: Insert the name of
sales representative] with its principal office at
_______________________________________________ [Instruction: Insert address of sales
representative] (hereinafter “Representative”).
WHEREAS, Company is engaged in developing, marketing and sale of certain materials,
products and/or services;
WHEREAS, Representative wishes to sell materials, products and/or services developed by the
Company in exchange for a commission and other forms of compensation;
WHEREAS, Company desires to appoint Representative and Representative agrees to act for
Company as its exclusive sales representative;
NOW THEREFORE, each of Company and Representative wish to enter into this Agreement
on the terms and conditions set forth below:
1. REPRESENTATIVE AGREES TO THE FOLLOWING TERMS AND CONDITIONS:
a. To represent and sell only those materials, products and/or services, developed by
Company, in the geographic area as specified in Exhibit A hereunder;
b. To accurately represent and disclose Company policies to all potential and present clients of
Company;
c. To promptly communicate to Company receipt of any orders placed by the clients with
Representative;
d. To notify the sales manager of the geographic area of any and all issues concerning
Company’s clients within the said geographic area;
e. To contact Company via telephone or electronic mail with reasonable frequency to discuss
sales activity within the geographic area;
f. To make no representations, warranties or commitments binding Company without
Company's prior consent. Representative will execute no agreement on behalf of Company;
g. Representative shall indemnify and hold Company harmless of and from any and all claims
or liability arising as a result of negligent, intentional or other acts of Representative or his
agent or representatives.
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h. To give Company __________ (__) [thirty (30)] days notice should Representative desire
to terminate this Agreement and to promptly return all sales materials, products and/or
services, literature and samples provided by Company to Representative.
2. COMPANY AGREES TO THE FOLLOWING TERMS AND CONDITIONS:
a. To pay commission to Representative in the following manner:
i. ________________ % of all prepaid sales; and
ii.