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1. Parties: Identification of the Principal and Agent with complete legal names and addresses
2. Background: Context of the agreement and brief description of why the agency relationship is being established
3. Definitions: Definitions of key terms used throughout the agreement
4. Appointment and Scope of Authority: Express appointment of the agent and detailed description of the powers granted
5. Term of Agreement: Duration of the agency relationship, including start date and termination conditions
6. Duties and Responsibilities of the Agent: Comprehensive list of agent's obligations and responsibilities
7. Rights and Obligations of the Principal: Principal's duties, including payment terms and support obligations
8. Compensation and Expenses: Details of agent's compensation, commission structure, and reimbursable expenses
9. Reporting Requirements: Agent's obligations to report activities and maintain records
10. Confidentiality: Provisions protecting confidential information of both parties
11. Non-Competition and Non-Solicitation: Restrictions on agent's competitive activities during and after the agreement
12. Termination: Grounds and procedures for termination of the agency relationship
13. Post-Termination Obligations: Obligations of both parties after termination
14. Governing Law: Specification of Philippine law as governing law
15. Dispute Resolution: Procedures for resolving disputes between parties
16. General Provisions: Standard clauses including notices, amendments, and severability
1. Intellectual Property Rights: Required when the agent will be handling or creating intellectual property
2. Sub-Agents: Include when the agent is permitted to appoint sub-agents
3. Insurance Requirements: Needed when the agent must maintain specific insurance coverage
4. Performance Targets: Include when the agency relationship is subject to specific performance metrics
5. Territory Restrictions: Required when the agent's authority is limited to specific geographic areas
6. Exclusive Agency Provisions: Include when granting exclusive rights to the agent
7. Data Protection and Privacy: Required when personal data processing is involved
8. Force Majeure: Optional clause for unforeseeable circumstances
9. Bank and Financial Details: Include when regular financial transactions are involved
1. Schedule A - Commission Structure: Detailed breakdown of commission rates and calculation methods
2. Schedule B - Territory Description: Detailed description of geographic areas covered by the agency
3. Schedule C - Products or Services: List of products or services covered by the agency agreement
4. Schedule D - Reporting Templates: Standard forms and templates for required reports
5. Schedule E - Performance Metrics: Detailed performance targets and evaluation criteria
6. Appendix 1 - Power of Attorney: Formal power of attorney document if required
7. Appendix 2 - Compliance Requirements: List of specific regulatory requirements and compliance obligations
8. Appendix 3 - Operating Procedures: Detailed procedures for agent's day-to-day operations
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