This document is a marketing agreement between two parties: a manufacturer and a marketing agent. The manufacturer (referred to as the Principal) produces certain products and seeks to extend its sales territory to a region in which it has little experience. The marketing agent (referred to as the Agent) has extensive marketing experience in this region and is willing to act as the marketing agent for the Principal's products.

The agreement stipulates that the Agent will use its best efforts to promote and market the products in the specified territory and seek orders from potential customers. However, the Agent is not entitled to sell or enter into any contracts for the sale of products on behalf of the Principal unless specifically authorised in writing on a case-by-case basis.

The agreement includes definitions of terms such as "Business Day," "Force Majeure," "Intellectual Property," "Net Invoice Price," "Products," "Quarter," "Restricted Information," "Territory," and "Year of this Agreement." The agreement also stipulates that the Principal will not appoint any other person or company as its agent or distributor in the specified territory during the agreement's term. Additionally, the Agent will not solicit orders for the products from anyone outside the specified territory, nor from anyone in the territory who the Agent knows or has reason to believe will resell the products outside of the territory.

The agreement allows the Principal to make sales of the products to customers in the territory whether or not they have been introduced to the Principal by the Agent. The Agent's marketing efforts must comply with the marketing policy as stipulated by the Principal. The agreement includes provisions for payment and termination.

In summary, this document establishes the terms and conditions under which the Principal appoints the Agent as its marketing agent in a specified territory. The agreement sets out the Agent's duties, including promoting and marketing the products, seeking orders from potential customers, and complying with the Principal's marketing policies. The Principal retains the right to sell its products directly to customers in the territory and may not appoint any other agent or distributor in the specified territory during the agreement's term. The agreement includes provisions for payment and termination.

How to use this document?

If you're looking to extend your sales reach to a new territory, it's essential to have an agreement in place to protect both your company's interests and those of your new partner. Here are the steps for using this marketing agreement to get started:

1. Interpretation: Familiarise yourself with the definitions and expressions used in this agreement to avoid confusion and ensure both parties are on the same page.

2. Appointment of Agent: The principal company appoints the agent to promote and solicit customers for the products in the specified territory. It's important to note that the principal cannot appoint another company to sell the products in the territory or appoint another distributor for the products.

3. The Agent's Duties: The agent agrees to use its best endeavours to promote and market the products in the specified territory and seek orders for the products in the territory. The agent is not authorised to sell or enter into any contracts for the sale of products without prior written authorisation. The agent will also conduct promotion and marketing of the products in the territory in accordance with sound commercial principles and comply with the marketing policies stipulated by the principal.

4. Termination: The agreement outlines the conditions under which the agreement may be terminated, including breach of contract or insolvency of either party.

5. Confidentiality: The agreement includes a confidentiality clause that prohibits the agent from disclosing any confidential information that is disclosed by the principal. The clause also restricts the use of confidential information to only the performance of this agreement.

6. Intellectual Property: The agreement includes an intellectual property clause that protects the principal's patents, copyrights, registered designs, trademarks, and other intellectual property rights in the territory.

7. Force Majeure: The agreement includes a force majeure clause that outlines the circumstances beyond the control of either party that may affect the performance of this agreement.

8. Governing Law: The agreement specifies the governing law that applies to this agreement.

9. Notices: The agreement outlines the method of giving notice to each party.

10. Signatures: The agreement must be signed by both parties to be legally binding.

Using this agreement can help ensure that both parties are clear about their responsibilities and obligations, and can help prevent misunderstandings or legal disputes in the future.