Non-Exclusive Sales
Representative Agreement
This Sales Representative Agreement is a legal contract between a company or individual
who sells, manufactures, or distributes a product or service and a salesman who will sell
ocstoc Legal Agreements
their product or service in exchange for a certain commission. This agreement includes
many customizable features to fill in the pricing, delivery, and other information to suit your
particular situation.
ALL INFORMATION AND FORMS ARE PROVIDED “AS IS” WITHOUT ANY EXPRESS OR IMPLIED
WARRANTY, INCLUDING AS TO LEGAL EFFECT OR COMPLETENESS. They are for guidance and should be
modified by you or your attorney to meet your specific needs and the laws of your state. Use at your own
risk. Docstoc, its employees or contractors who wrote or modified any form, are NOT providing legal or any other
®
kind of advice and are not creating or entering into an Attorney-Client relationship. The information and forms
are not a substitute for the advice of your own attorney. Subject to our Terms of Service
(http://www.docstoc.com/popterm.aspx?page_id=15). See back cover page and read more here
(http://www.docstoc.com/popterm.aspx?page_id=114) for additional disclaimers and more. This document is
not approved, endorsed by, or affiliated with any State, or governmental or licensing entity.
Entire document © Docstoc, Inc., 2010, 2011
Attorney Drafted
© Copyright 2011 Docstoc Inc. registered document proprietary, copy not 1
NON EXCLUSIVE SALES REPRESENTATIVE AGREEMENT
THIS NON 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 the Representative and the Representative agrees to
act for the Company as its non 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 the
Company, in the geographic area as specified in Exhibit A hereunder;
© Copyright 2011 Docstoc Inc. registered document proprietary, copy not 2
b. To accurately represent and disclose Company policies to all potential and present clients of
the Company;
c. To promptly communicate to the Company receipt of any orders placed by the clients with
the 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 the Company via telephone or electronic mails with reasonable frequency to
discuss sales activity within the geographic area;
f. To make no representations, warranties or commitments binding the Company without the
Company's prior consent. Representative will execute no agreement on behalf of the
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.
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 the Company to the 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
© Copyright 2011 Docstoc Inc. registered document proprietary, copy not 3
ii. ________________ % of all credit sales; [Instruction: Insert the commission to be
paid to the Representative]
provided that,
commissions paid on refunds to clients shall be deducted from future commissions to be paid to
Representative by the Company;
b. To provide the Representative with reasonable quantities of business cards, brochures,
catalogs, marketing literature and any product samples required for sales purposes;
c. To set minimum quotas after consultation with the Representative;
d. Company shall indemnify and hold Representative harmless of and from any and all liability
attributable solely to the negligent, intentional or other acts of Company, its employees,
agents or representatives;
e. To give Representative __________ (__) [◊ thirty (30)] days notice should the Company
wish to terminate this Agreement;
f. To pay commissions to the Representative due on sales from clients procured by
Representative for a period of __________ (__) [◊ six (6)] months even after this Agreement
is terminated by either party.
GENERAL TERMS AND CONDITIONS FOR BOTH PARTIES:
a. Notices shall be sent to the following address:
For Company: _____________________________________
_____________________________________
_____________________________________
_____________________________________
© Copyright 2011 Docstoc Inc. registered document proprietary, copy not 4
For Representative: _____________________________________
_____________________________________
_____________________________________
_____________________________________
b. This Agreement constitutes the entire agreement, and supersedes any prior understanding or
representation of any kind preceding the date of this Agreement. There are no other promises,
conditions, understandings or other agreements, whether oral or written, relating to the
subject matter of this Agreement.
c. To the extent that any provision hereof is deemed unenforceable, all remaining provisions of
this Agreement shall not be affected thereby and shall remain in full force and effect.
d. The waiver by Company of a breach of any provision of this Agreement by Representative
shall not operate as a waiver of any subsequent breach by the Representative. No waiver
shall be valid unless placed in writing and signed by [an authorized officer] of Company.
e. If any provision, paragraph, or subparagraph of this Agreement is adjudged by any lawful
court to be void or unenforceable, in whole or in part, such adjunction shall not be deemed to
affect the validity of the remainder of this Agreement. Any other provision and paragraph is
declared to be separable from every other provision, paragraph, and subparagraph and
constitutes a separate and distinct covenant.
f. This Agreement shall be construed in accordance with, and governed in all respects by, the
laws of the State of Nebraska, without regard to conflicts of law principles. The Parties
further agree and consent that venue of any action hereunder shall be exclusively in the
county of ________________________ [Instruction: Insert the County].
© Copyright 2011 Docstoc Inc. registered document proprietary, copy not 5
IN WITNESS WHEREOF, each of Company and Representative have executed this
Agreement as of the date first above written.
For Company: For Representative:
____________________________ ____________________________
[Signature] [Signature]
____________________________ ____________________________
[Print Name] [Print Name]
© Copyright 2011 Docstoc Inc. registered document proprietary, copy not 6
Exhibit-A
© Copyright 2011 Docstoc Inc. registered document proprietary, copy not 7
Note: Carefully read and follow the Instructions and Comments contained in this document for
your customization to suit your specific circumstances and requirements. You will want to
delete the Instructions and Comments from open bracket (“[“) to close bracket (“]”) after
reading and following them. You (or your attorney) may want to make additional modifications
to meet your specific needs and the laws of your state
◊Where within this document you see this symbol: ◊ or an instruction states “Insert any number you choose◊,”
or something similar, or there is a blank for the user to complete, please note that although Docstoc believes the
information or number may be any that the user chooses, and that there is no law governing what the
information or number should be, you might want to verify this, including by consulting with your own attorney
practicing in your state, and be reasonable.
INFORMATION AND FORMS ARE PROVIDED "AS IS" WITHOUT ANY EXPRESS OR IMPLIED WARRANTY
OF ANY KIND INCLUDING WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT OF
INTELLECTUAL PROPERTY, OR FITNESS FOR ANY PARTICULAR PURPOSE. IN NO EVENT SHALL
DOCSTOC, INC., OR ITS AGENTS, OFFICERS, ATTORNEYS, ETC., BE LIABLE FOR ANY DAMAGES
WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, BUSINESS
INTERRUPTION, LOSS OF INFORMATION) ARISING OUT OF THE USE OF OR INABILITY TO USE THE
MATERIALS, EVEN IF DOCSTOC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Your use of this document is deemed to be your agreement to the foregoing, the disclaimers on the cover page,
and that you have read and agree to our Terms of Service
(http://www.docstoc.com/popterm.aspx?page_id=15), as well as our disclaimer that Legal information is not
legal advice, and the important content available here: Read More
(http://www.docstoc.com/popterm.aspx?page_id=114)
© Copyright 2011 Docstoc Inc. registered document proprietary, copy not 8