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Agency Contract for Philippines

Agency Contract Template for Philippines

An Agency Contract governed by Philippine law establishes a legal relationship where one party (the Agent) is authorized to act on behalf of another party (the Principal) in dealing with third persons. This agreement is structured according to the requirements of the Civil Code of the Philippines and related commercial regulations, clearly defining the scope of authority, duties, compensation, and termination conditions. The contract includes essential provisions for compliance with Philippine agency laws, addressing matters such as the agent's powers, limitations, compensation structure, and reporting obligations, while incorporating necessary safeguards for both parties.

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What is a Agency Contract?

The Agency Contract is a crucial legal document used in the Philippines when one party needs to authorize another to act on their behalf in business dealings. This contract type is governed by the Civil Code of the Philippines (particularly Articles 1868-1932) and must comply with local commercial regulations. It's commonly used in various business contexts, from sales representation to property management, and includes essential elements such as the scope of authority, compensation terms, obligations of both parties, and termination provisions. The agreement can be tailored to specific business needs while ensuring compliance with Philippine agency laws, making it suitable for both domestic and international business relationships. Key considerations include the agent's specific powers, territorial limitations, commission structures, and reporting requirements.

What sections should be included in a Agency Contract?

1. Parties: Identification of the Principal and the Agent, including complete legal names, addresses, and registration details if corporate entities

2. Background: Context of the agency relationship and brief description of the parties' business relationship

3. Definitions: Definitions of key terms used throughout the agreement

4. Appointment and Scope: Express appointment of the agent and detailed scope of authority granted by the principal

5. Term and Termination: Duration of the agency relationship and circumstances for termination

6. Rights and Obligations of the Agent: Detailed responsibilities of the agent, including reporting requirements and standard of care

7. Rights and Obligations of the Principal: Principal's duties, including provision of information and materials necessary for the agent's performance

8. Compensation: Payment terms, commission structure, and calculation methods

9. Confidentiality: Protection of confidential information exchanged during the agency relationship

10. Liability and Indemnification: Allocation of risks and responsibilities between parties

11. Governing Law: Specification of Philippine law as governing law and jurisdiction for disputes

12. Entire Agreement: Integration clause confirming the contract as the complete agreement between parties

What sections are optional to include in a Agency Contract?

1. Non-Compete: Restrictions on agent's ability to compete with principal's business, used when agent will have access to sensitive business information

2. Insurance: Requirements for insurance coverage, necessary when agent's activities involve significant risks

3. Intellectual Property: Protection of IP rights, required when agent will be using principal's trademarks or other IP

4. Sub-Agents: Terms governing the appointment of sub-agents, included when sub-delegation is permitted

5. Performance Targets: Specific performance metrics and consequences, useful for sales or performance-based agencies

6. Territory: Geographic limitations of agent's authority, necessary for territorial-based agency relationships

7. Force Majeure: Provisions for unforeseen circumstances, particularly relevant in long-term agency relationships

What schedules should be included in a Agency Contract?

1. Schedule A - Commission Structure: Detailed breakdown of commission rates, calculation methods, and payment terms

2. Schedule B - Territory Map: Geographical boundaries of agent's territory if territorially restricted

3. Schedule C - Products/Services: Comprehensive list of products or services covered by the agency

4. Schedule D - Reporting Requirements: Templates and specifications for required reports

5. Schedule E - Performance Metrics: Detailed performance standards and evaluation criteria

6. Appendix 1 - Power of Attorney: Formal power of attorney document if required under Philippine law

7. Appendix 2 - Standard Operating Procedures: Detailed procedures for agent's day-to-day operations

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Philippines

Publisher

Genie AI

Document Type

Agency Agreement

Cost

Free to use
Relevant legal definitions




































Clauses





































Relevant Industries

Retail

Real Estate

Manufacturing

Distribution

Financial Services

Insurance

Import/Export

Technology

Telecommunications

Healthcare

Pharmaceutical

Tourism

Transportation

Agriculture

Construction

Professional Services

Relevant Teams

Legal

Compliance

Sales

Business Development

Operations

Commercial

Finance

Risk Management

Procurement

Channel Management

International Business

Contract Administration

Relevant Roles

Chief Executive Officer

Managing Director

Business Development Manager

Sales Director

Legal Counsel

Compliance Officer

Contract Manager

Commercial Director

Operations Manager

Regional Manager

Country Manager

Sales Representative

Procurement Manager

Channel Manager

Distribution Manager

Agency Relations Manager

Business Owner

General Manager

Industries






Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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