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The guidance covers defining territory scope, specifying eligible products, choosing exclusive versus non-exclusive arrangements, setting agreement duration and renewal mechanics, and structuring commission and payment calculations with relevant deductions. It also addresses sales targets, agent and principal obligations, intellectual property ownership and anti-counterfeit cooperation, termination triggers, post-termination competition limits, and bilingual contract language considerations.",{"@graph":63,"@context":119},[64,80,102],{"@type":65,"itemListElement":66},"BreadcrumbList",[67,71,74,77],{"item":68,"name":69,"@type":70,"position":9},"https://docshare.wps.com","Home","ListItem",{"item":72,"name":10,"@type":70,"position":73},"https://docshare.wps.com/template/",2,{"item":75,"name":41,"@type":70,"position":76},"https://docshare.wps.com/template/letters/",3,{"item":78,"name":59,"@type":70,"position":79},"https://docshare.wps.com/template/international-agency-contract-templates-key-terms-drafting-guidance/249180/",4,{"url":78,"name":59,"@type":81,"image":82,"author":87,"headline":59,"publisher":90,"fileFormat":93,"inLanguage":57,"description":61,"dateModified":94,"datePublished":95,"encodingFormat":93,"isAccessibleForFree":96,"interactionStatistic":97},"DigitalDocument",{"url":83,"@type":84,"width":85,"height":86},"https://docshare.wps.com/thumbnails/international-agency-contract-templates-key-terms-drafting-guidance/249180.png","ImageObject",442,249,{"name":88,"@type":89},"Chumphorn","Person",{"url":68,"name":91,"@type":92},"DocShare","Organization","application/pdf","2026-10-24","2026-09-12",true,{"@type":98,"interactionType":99,"userInteractionCount":101},"InteractionCounter",{"@type":100},"ViewAction",13,{"@type":103,"mainEntity":104},"FAQPage",[105,111,115],{"name":106,"@type":107,"acceptedAnswer":108},"How should the territory be defined in an international agency agreement?","Question",{"text":109,"@type":110},"Define territory precisely by countries covered rather than broad regions. Start with a manageable limited area and enlarge later; it is easier to expand than to reduce.","Answer",{"name":112,"@type":107,"acceptedAnswer":113},"What must be clarified about exclusivity and commissions?",{"text":114,"@type":110},"State whether the agreement is exclusive or non-exclusive. Include how commissions work for sales into other territories, including cases where buyers request delivery elsewhere, and specify any direct sales exceptions.",{"name":116,"@type":107,"acceptedAnswer":117},"What clauses should be included regarding commission, payments, and sales targets?",{"text":118,"@type":110},"Set the commission rate (possibly a sliding scale), payment timing (monthly/quarterly), and commission calculations including deductions like VAT or shipping and treatment of refunds or non-payment. 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When drafting and negotiating this type of contract template, companies must take into account the following:  \nSPECIFY THE TERRITORY  \nBefore specifying the territory covered by the agreement, find out what is the custom in the area. China, for example, is a vast country and one agent is unlikely to have the capacity to cover more than a part of the country. Your prospective agent will want as big a territory as possible and he might even want to cover neighbouring countries e.g. an agent in Dubai might suggest he represents you in all the GCC states. Resist this even if he has the ability, start with a limited area and see how it develops. It is much easier to enlarge than reduce the territory. And always be specific - don’t, for example, refer to Europe or the Middle East or South East Asia but instead specify which countries are covered.  \nSPECIFY THE PRODUCTS  \nThere is no need to include all your products, especially if you have a diverse range: as with territory, start with a manageable list and you can always expand it. Or you might want other agents for some products. Make it clear in the agreement and ideally list the products in a schedule.  \nEXCLUSIVE OR NON-EXCLUSIVE?  \nState which applies. Whether or not the agreement is exclusive in the territory, remember to deal with sales to other territories: what are the agent’s right to commission if he finds a buyer for another territory or a buyer in his territory who wants to have the goods delivered somewhere else? And if you want to make direct sales to certain existing customers that you already have in the territory where the agent will get no commission or a reduced amount, spell this out. You might in these circumstances refer to him as your sole agent rather than exclusive agent, making it clear that he only receives commission on the sales that he makes, whereas an exclusive agent may claim commission even if he is not involved in making the sale.  \nDURATION  \nWhat is the initial term of the agreement? If you have not already had a trial period, make it long enough to give the agent time to get established and into the market with your products, but no longer. Include a provision that allows the agreement to be rolled over for another period-e.g. 2 years initially and then from year to year until terminated.  \n© [globalnegotiator.com](globalnegotiator.com)  \nCOMMISSION AND PAYMENT  \nIn your agreement, set out:  \n􀁸 the commission payable, which may be on a sliding scale depending on sales volume  \n􀁸 when will it be payable: monthly, quarterly etc.  \n􀁸 calculation of commission should take account of any deductions, e.g. VAT, shipping costs etc., as well as any non-payment by customers or refunds that have to be made. Occasionally certain customers may not qualify the agent for commission or result in a lower rate e.g. your existing customers in the territory or customers based outside the territory, or else a different rate may apply there.  \nSALES TARGETS  \nIt is useful to specify these in the agreement – so that you can monitor performance. You need to agree the initial targets with the agent – and allow in the agreement for new or adjusted targets to be set in future years. Another reason for having targets is that this can be useful following termination to challenge an excessive claim for compensation if you can show the agent under-performed.  \nGENERAL OBLIGATIONS OF AGENT  \nIn addition to promoting sales, you may want to include such things as:  \n􀁸 Regular reporting  \n􀁸 Training of staff  \n􀁸 Maintaining adequate spares  \n􀁸 Insurance  \nAnd perhaps arranging transport and hotel accommodation for you and your staff when visiting the territory.  \nGENERAL OBLIGAT","cbCaiemu56i2nNXl","https://ap.wps.com/l/cbCaiemu56i2nNXl","pdf",1390499,"English","# International Agency Contract Templates: Key Terms\n## Specify the Territory\n## Specify the Products\n## Exclusive or Non-Exclusive\n## Duration\n## Commission and Payment\n## Sales Targets\n## General Obligations of Agent\n## General Obligations of Principal\n## Intellectual Property\n## Termination\n## Competition\n## Language","[{\"question\":\"How should the territory be defined in an international agency agreement?\",\"answer\":\"Define territory precisely by countries covered rather than broad regions. Start with a manageable limited area and enlarge later; it is easier to expand than to reduce.\"},{\"question\":\"What must be clarified about exclusivity and commissions?\",\"answer\":\"State whether the agreement is exclusive or non-exclusive. Include how commissions work for sales into other territories, including cases where buyers request delivery elsewhere, and specify any direct sales exceptions.\"},{\"question\":\"What clauses should be included regarding commission, payments, and sales targets?\",\"answer\":\"Set the commission rate (possibly a sliding scale), payment timing (monthly/quarterly), and commission calculations including deductions like VAT or shipping and treatment of refunds or non-payment. Agree initial sales targets and allow adjustments, which can support negotiation of compensation on termination.\"}]","International Agency Contract Templates: Key Terms - Drafting Guidance | PDF"]