Sample Agency Agreement

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PARTNERSHIP AGENCY AGREEMENT

This Agreement is entered into this _____ day of ______, _____, hereinafter called “EFFECTIVE
DATE”, by and between ____________________________, a [private citizen, business, corporation]
with main address at __________________________________________, hereinafter called
“AGENT”, and ____________________, a [private citizen, business, corporation], located at
____________________________________, hereinafter called “PRINCIPAL,” collectively called
hereinafter “THE PARTIES.”

WHEREAS, PRINCIPAL desires to engage AGENT to be its representative to perform the


SERVICES detailed in this Agreement on PRINCIPAL’s behalf;

WHEREAS, AGENT agrees to represent PRINCIPAL and perform the SERVICES requested herein;

Therefore, in consideration of the promises and conditions established herein in this Agreement, THE
PARTIES agree as follows:

1. SERVICES

1.1. _________________________________________________________________________

1.2. _________________________________________________________________________

1.3. _________________________________________________________________________

1.4. _________________________________________________________________________

1.5. _________________________________________________________________________

1.6. _________________________________________________________________________

2. EXPENSES

2.1. AGENT shall be responsible for its own expenses, including travel expenses within the
Continental US, in connection with its efforts to diligently and efficiently perform THE
SERVICES under the terms of this Agreement.

2.2. PRINCIPAL shall reimburse AGENT for all its expenses in connection with travels outside
the Continental US, deemed necessary and duly authorized by the PRINCIPAL.

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2.3. All AGENT air travel outside the continental United States, deemed necessary and duly
authorized by PRINCIPAL, shall consider a published, full business class air fare on a
major American or international airline.

3. COMMISSIONS

3.1. Should a [sale/contract] be awarded to PRICINPAL, as a result of AGENT’s work under


the terms of this Agreement, PRINCIPAL shall pay AGENT a commission of __% of the
gross [sale/contract] value.

3.2. The commission shall be paid no later than 30 days after the execution of the [sale/contract]

4. TERM AND TERMINATION

4.1. This Agreement shall remain in full force and effect until terminated by either party, with or
without cause, upon 30 (thirty) days prior written notice thereof.

4.2. This Agreement shall, at the option of either party, immediately terminate in the event that
the other party ceases to exist.

4.3. Upon termination of this Agreement, AGENT shall have no further right to payments of
commissions hereunder, or expenses duly incurred, except for unpaid amounts duly owed to
AGENT for SERVICES performed under the terms of this Agreement.

5. CONFIDENTIALITY

5.1. All information on PRINCIPAL received by AGENT under the terms of this Agreement
shall be deemed by AGENT as strictly confidential information, and shall not be disclosed
to any other party, unless duly authorized by PRINCIPAL.

6. ARBITRATION

6.1. AGENT and PRINCIPAL agree that any dispute arising out of this Agreement or the
termination thereof, shall be settled by mutual agreement between the two parties. Failing
such mutual agreement, the dispute shall be then settled by arbitration. The arbitration shall
be conducted before a panel of 3 (three) arbitrators under the rules of the American
Arbitration Association. The place of arbitration shall be ___________________________.
The language of the arbitration shall be English.

6.2. AGENT and PRINCIPAL further agree that in no event shall either party be liable to the
other for incidental or consequential damages arising out of the arbitration, including but
not limited to lost profits, lost business opportunities and loss of goodwill. The costs of the
arbitration proceedings and other arbitration expenses shall be borne by the non-prevailing
party.

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7. ASSIGNMENT

7.1. Neither of THE PARTIES shall assign nor transfer the rights and/or liabilities under this
Agreement without obtaining prior written consent of the other party, which shall not be
unreasonably withheld.

8. ENTIRETY OF THE AGREEMENT

8.1. This Agreement contains the entire agreement between the parties and supersedes any and
all prior commitments and agreements, whether written or oral, by and between the parties
hereto. This Agreement may not be modified or amended, except in a written form and
executed in mutual consent by both parties.

9. LANGUAGE

9.1. The language of this Agreement and all documents in connection herewith shall be English.

10. NOTIFICATION

10.1. Notification required or permitted hereby shall be in writing and shall be delivered in
person, or sent by certified mail and with return receipt requested.

11. APPLICABLE LAW

11.1. The applicable laws of the State of __________________, of the United States of America,
shall govern this Agreement.

12. FORCE MAJEURE

12.1. Neither party shall be held liable for failure to perform any duty or obligation hereunder, if
occasioned or cause by Force Majeure, which shall include, but not necessarily be limited to
acts of God, natural catastrophes, war, terrorism, strikes, embargoes, accidents, civil
disturbances, political restrictions affecting the performance of either party, or any other
cause beyond the reasonable control of either party.

In witness whereof, the parties hereto have executed this Agreement on the date first above written.

Signed for and on behalf of AGENT: Signed for and on behalf of PRINCIPAL:

By: ____________________________ By: ____________________________


(Signature) (Signature)

Name: ____________________________ Name: ____________________________

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Title: ____________________________ Title: ____________________________

Witnessed:

By: ____________________________ By: ____________________________


(Signature) (Signature)

Name: ____________________________ Name: ____________________________

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