Sales Representative Agreement

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					This is an agreement between a company and a representative who agrees to represent
the company or its products on a nonexclusive basis. This agreement can be
customized to ensure that the understandings of the parties are properly set forth.
Customizable clauses include: the length of the agreement, compensation plan, and
termination procedure. In addition, this agreement protects the company's interests by
including a noncompetition clause, a limitation of liability clause, and indemnification
provisions. This agreement can be used by individuals or small businesses that want to
engage the services of a sales agent to represent the company on a nonexclusive
basis.
                        SALES REPRESENTATIVES AGREEMENT

This Sales Representative Agreement (“Agreement”) is made this ____ day of _______, 20__,
by and between _____________ (“Company”), whose address is ___________________ and
between _____________ (“Sales Rep”), whose address is ______________________,
(collectively, the “Parties”). This Agreement shall be effective as of the date of signature of the
last party to sign (“Effective Date”).

                                           RECITALS

WHEREAS, Company wishes to engage Sales Rep on a nonexclusive basis, and in accordance
with the terms hereof, to market and secure agreements for the purchase of Company services
and products to potential third party customers, and Sales Rep agrees to perform such services on
a nonexclusive basis for the Company.

NOW THEREFORE, in consideration of the mutual promises contained herein, and other good
and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the
Parties agree as follows:

I.       SERVICES PROVIDED. From time to time throughout the term of this Agreement,
including any renewal term(s), Sales Rep agrees to use all reasonable commercial efforts to
solicit orders for the Company’s services and products set forth in Section V (“Company
Products”) from individuals or businesses that are not already Company customers
(“Prospective Customers”). Sales Rep shall present Company’s applicable order processing
form(s) (collectively “Order Forms”) to Prospective Customers of Company Products. Upon
execution of Order Forms, Sales Rep shall immediately provide the original to Company in
accordance with Company’s then-current procedures. Subject to Company’s normal customer
acceptance and verification procedures, Company shall process Order Forms for acceptance.
Sales Rep shall provide customer support for any entities that order Company Products from
Company through Sales Rep (“Clients”) pursuant to, and during the term of, this Agreement.
________ [Instruction: Time period. For example, “At least once each month”], Sales Rep
shall meet with a designated Company point of contact at Company’s offices to discuss Sales
Rep’s past and future performance under this Agreement.

II.      SALES REP AUTHORITY. Sales Rep is authorized and shall be permitted to represent
itself as a Sales Rep for Company solely for the purposes of carrying out its obligations under
this Agreement. Sales Rep shall not have the authority to legally bind Company to any third
person in any way, or act as Sales Rep for Company for any other purpose other than as set
forth herein. Sales Rep is not authorized to negotiate specific transaction terms and conditions
except to the extent authorized in advance in writing by Company on a case-by-case basis.
Sales Rep shall not do any of the following: (i) use Company’s name in any public advertising or
similar activities without Company’s prior written consent; (ii) solicit or take orders for any
products or services offered by Company other than Company Products; (iii) solicit or take
orders from any existing customer of Company Products other than Clients from whom Sales
Rep has received orders for Company Products; (iv) modify any Company documents without
Company’s prior written approval; (v) execute any Order Forms on behalf of Company; (vi)
make any representation to any Client or Prospective Customer concerning the cost,
availability, suitability, or any other aspect of Company Products that goes beyond the
representations contained in Company’s then-current published sales literature for such
services; or endorse, promote, refer, solicit or take orders for any service which competes with
Company Products.

III.    COMPANY SUPPORT. Company will provide the following support to Sales Rep at
no charge: (i) a reasonable quantity of Company’s current marketing and sales literature for
Company Products; (ii) ongoing Sales Rep training; (iii) routine access to Company’s customer
support services for the purpose of assisting Sales Rep in providing customer support for
Clients.

IV.     TERM AND TERMINATION. The initial term of this Agreement shall commence on the
Effective Date and continue for _______________. [Instruction: Enter time here.]. The term
shall be extended automatically beyond the initial term for successive _______________
[Instruction: Enter time here.] periods, provided that this Agreement may be terminated for
convenience by either Party upon _______________ [Instruction: Enter time here.] days
written notice to the other Party. If this Agreement is terminated for convenience, then Sales
Rep shall receive any Compensation it is otherwise entitled to receive under the terms of this
				
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Description: This is an agreement between a company and a representative who agrees to represent the company or its products on a nonexclusive basis. This agreement can be customized to ensure that the understandings of the parties are properly set forth. Customizable clauses include: the length of the agreement, compensation plan, and termination procedure. In addition, this agreement protects the company's interests by including a noncompetition clause, a limitation of liability clause, and indemnification provisions. This agreement can be used by individuals or small businesses that want to engage the services of a sales agent to represent the company on a nonexclusive basis.