Commercial Agency Agreement Template

DATE: [DD MONTH YYYY]

PARTIES
(1) [PARTY A LEGAL NAME], company number [NUMBER], whose registered office is [ADDRESS] (Party A); and
(2) [PARTY B LEGAL NAME], company number [NUMBER], whose registered office is [ADDRESS] (Party B).

Each signatory confirms authority to bind the relevant party.

1. APPOINTMENT AND AUTHORITY
The Principal appoints the Agent on a [NON-EXCLUSIVE / EXCLUSIVE] basis in the territory and channels in Schedule 1. The Agent may [INTRODUCE / NEGOTIATE] but may not sign contracts, make warranties, collect money or bind the Principal unless expressly stated.

2. DUTIES
The Agent shall act diligently, follow lawful instructions, disclose conflicts, protect the Principal's reputation and keep accurate opportunity and contact records.

3. PRINCIPAL RESPONSIBILITIES
The Principal controls customer acceptance, contract terms, credit and fulfilment and shall provide current product, price and compliance information.

4. COMMISSION
Commission is [PERCENTAGE / AMOUNT] on [DEFINED NET RECEIPTS] for qualifying transactions and is payable [TIMING] after the Principal receives cleared customer funds. State treatment of refunds, tax, renewals and pre-existing customers.

5. EXPENSES
The Agent bears its costs except expenses approved in writing before commitment.

6. COMPLIANCE AND DATA
The Agent shall comply with anti-bribery, sanctions, marketing, competition and data-protection rules and use personal data only through approved systems.

7. IP AND CONFIDENTIALITY
The Principal grants a limited, revocable right to use approved materials and marks during the term. Confidential information remains protected.

8. TERM AND TERMINATION
The term is [PERIOD]. Insert notice, breach and compliance termination, post-termination commission, records handover and any mandatory commercial-agent rights after local legal review.

SCHEDULE 1 — AGENCY SCOPE
Territory / customers: [DETAIL]
Products / services: [DETAIL]
Permitted authority: [DETAIL]
Commission calculation: [DETAIL]
Excluded / existing accounts: [DETAIL]

GENERAL
Notices must be sent to the addresses and emails stated in Schedule 2. Neither party may assign this agreement without written consent, except as expressly agreed. This agreement and its schedules contain the entire agreement on its subject. A variation must be signed by authorised representatives. If a provision is invalid, the remainder continues. Delay in enforcement is not a waiver. No third party has a right to enforce this agreement unless stated.

GOVERNING LAW AND DISPUTES
This agreement is governed by the law of England and Wales [CHANGE IF REQUIRED]. The courts of England and Wales have exclusive jurisdiction [OR INSERT AGREED ARBITRATION / MEDIATION PROCESS].

SIGNATURES
For Party A: [NAME / TITLE / SIGNATURE / DATE]
For Party B: [NAME / TITLE / SIGNATURE / DATE]

SCHEDULE 2 — NOTICES AND PAYMENT
Party A notice email: [EMAIL]
Party B notice email: [EMAIL]
Payment currency: [GBP / EUR / USD]
Account name: [LEGAL NAME]
Account / IBAN: [DETAILS]
SWIFT / BIC: [CODE]
Payment reference: [REFERENCE]