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Non Exclusive Sales Representative Agreement for Canada

Non Exclusive Sales Representative Agreement Template for Canada

A Canadian Non-Exclusive Sales Representative Agreement is a legal contract that establishes a business relationship between a company (principal) and an independent sales representative, allowing the representative to sell products or services on behalf of the company while maintaining the company's right to engage other representatives. The agreement, governed by Canadian federal and provincial laws, outlines commission structures, territories, responsibilities, and performance expectations while clearly establishing the independent contractor status of the relationship. It includes provisions for non-exclusivity, confidentiality, intellectual property protection, and compliance with Canadian commercial regulations.

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Non Exclusive Sales Representative Agreement

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What is a Non Exclusive Sales Representative Agreement?

The Non-Exclusive Sales Representative Agreement is essential for businesses operating in Canada that wish to expand their sales reach through independent representatives while maintaining flexibility in their sales channel strategy. This document is particularly valuable when a company wants to maintain control over its sales process while benefiting from multiple representatives' efforts without granting exclusive rights. The agreement comprehensively addresses crucial aspects such as commission structures, sales territories, performance expectations, and the independent nature of the relationship, all while ensuring compliance with Canadian federal and provincial regulations. It's commonly used when companies are entering new markets, launching new products, or scaling their sales operations without the overhead of direct employment relationships.

What sections should be included in a Non Exclusive Sales Representative Agreement?

1. Parties: Identification of the principal company and the sales representative, including full legal names and addresses

2. Background: Context of the agreement, including the principal's business nature and desire to engage sales representative services

3. Definitions: Key terms used throughout the agreement, including 'Territory', 'Products', 'Customers', 'Commission', etc.

4. Appointment and Scope: Non-exclusive appointment of the representative and definition of the authorized territory and products

5. Term and Termination: Duration of the agreement, renewal terms, and conditions for termination by either party

6. Duties and Responsibilities: Detailed obligations of the sales representative, including sales targets, reporting requirements, and professional conduct

7. Commission Structure: Calculation method, payment terms, and conditions for earning commissions

8. Non-Exclusivity Provisions: Explicit terms regarding the non-exclusive nature and right to appoint other representatives

9. Intellectual Property: Protection of trademarks, logos, and other IP, including usage rights and restrictions

10. Confidentiality: Protection of confidential information and trade secrets

11. Independent Contractor Status: Clear statement of independent contractor relationship and related implications

12. General Terms: Standard legal provisions including governing law, notices, and entire agreement clause

What sections are optional to include in a Non Exclusive Sales Representative Agreement?

1. Training and Support: Details of training and support provided by the principal, used when significant product knowledge is required

2. Marketing and Advertising: Guidelines for marketing activities, included when representative has marketing responsibilities

3. Performance Metrics: Specific sales targets and performance evaluation criteria, used for performance-based arrangements

4. Post-Termination Obligations: Obligations after agreement ends, included when there are ongoing commitments or restrictions

5. Insurance Requirements: Specific insurance coverage requirements, important for high-value products or regulated industries

6. Dispute Resolution: Alternative dispute resolution procedures, useful for international or high-value agreements

7. Compliance Requirements: Industry-specific compliance obligations, necessary for regulated industries

8. Sub-Representatives: Terms for engaging sub-representatives, included when allowed by the principal

What schedules should be included in a Non Exclusive Sales Representative Agreement?

1. Schedule A - Products: Detailed list of products/services the representative is authorized to sell

2. Schedule B - Territory: Detailed description of the geographic territory or market segments

3. Schedule C - Commission Rates: Detailed commission structure, including any variations by product or customer type

4. Schedule D - Sales Targets: Specific sales targets and any related bonus structures

5. Schedule E - Reporting Ƶ: Required formats for sales reports and documentation

6. Appendix 1 - Company Policies: Relevant company policies the representative must comply with

7. Appendix 2 - Marketing Guidelines: Guidelines for use of company branding and marketing materials

Authors

Alex Denne

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

Jurisdiction

Canada

Publisher

Ƶ

Document Type

Sales Contract

Sector

Sales

Cost

Free to use
Relevant legal definitions









































Clauses



































Relevant Industries

Manufacturing

Technology

Consumer Goods

Industrial Products

Professional Services

Software and SaaS

Medical Devices

Telecommunications

Construction Materials

Financial Services

Pharmaceutical

Automotive

Electronics

Food and Beverage

Healthcare

Relevant Teams

Sales

Legal

Business Development

Commercial Operations

Contract Administration

Compliance

Finance

Operations

Channel Management

Revenue Operations

Relevant Roles

Sales Director

Business Development Manager

Channel Manager

Sales Operations Manager

Legal Counsel

Contracts Manager

Commercial Director

Chief Revenue Officer

VP of Sales

Sales Representative

Independent Contractor

Regional Sales Manager

Account Executive

Chief Commercial Officer

Compliance Officer

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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