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Independent Sales Contractor Agreement for New Zealand

Independent Sales Contractor Agreement Template for New Zealand

A comprehensive legal agreement governed by New Zealand law that establishes and regulates the relationship between a company and an independent sales contractor. This document defines the terms of engagement, commission structure, sales territories, and performance expectations while ensuring compliance with New Zealand's contractor legislation. It includes provisions for GST, taxation, and ACC requirements specific to New Zealand's regulatory framework, while clearly distinguishing the contractor relationship from employment arrangements. The agreement protects both parties' interests through detailed clauses covering confidentiality, intellectual property, and territory rights.

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What is a Independent Sales Contractor Agreement?

The Independent Sales Contractor Agreement is designed for businesses operating in New Zealand that engage independent contractors for sales activities. This document is essential when companies wish to expand their sales reach without creating direct employment relationships. It addresses key aspects of the contractor relationship including territory rights, commission structures, performance expectations, and compliance with New Zealand's regulatory requirements including the Contract and Commercial Law Act 2017, Fair Trading Act 1986, and relevant tax legislation. The agreement is structured to clearly establish the contractor's independent status while protecting the company's interests through appropriate confidentiality, non-compete, and intellectual property provisions. It is particularly valuable for businesses utilizing external sales forces or establishing new sales channels through independent representatives.

What sections should be included in a Independent Sales Contractor Agreement?

1. Parties: Identification of the company and the independent contractor

2. Background: Context of the agreement and confirmation of independent contractor status

3. Definitions: Key terms used throughout the agreement

4. Appointment and Term: Scope of appointment, territory, and duration of the agreement

5. Independent Contractor Status: Clear statement of contractor relationship and not employment

6. Contractor Obligations: Core responsibilities, sales targets, reporting requirements

7. Company Obligations: Support, training, and resources provided by the company

8. Commission and Payment: Commission structure, payment terms, and expenses

9. Intellectual Property: Ownership and use of company IP, trademarks, and materials

10. Confidentiality: Protection of confidential information and trade secrets

11. Non-Competition and Non-Solicitation: Restrictions during and after the agreement

12. Termination: Grounds and process for ending the agreement

13. GST and Taxation: Tax obligations and GST requirements

14. Insurance and Liability: Required insurance coverage and liability provisions

15. General Provisions: Standard boilerplate clauses including governing law, notices, and amendment procedures

What sections are optional to include in a Independent Sales Contractor Agreement?

1. Performance Metrics: Detailed KPIs and performance measurement criteria - use when specific metrics are needed

2. Training Requirements: Mandatory training and certification requirements - include for regulated industries or complex products

3. Sub-contracting: Rights and restrictions regarding sub-contracting - include if sub-contracting might be permitted

4. Marketing and Branding: Specific requirements for representing the company - include for customer-facing roles

5. Data Protection: Specific data handling requirements - include when dealing with sensitive customer data

6. International Sales: Provisions for international territory - include for cross-border sales

7. Equipment and Tools: Provisions regarding company-provided equipment - include when company provides significant resources

8. Dispute Resolution: Detailed dispute resolution procedures - include for high-value contracts

What schedules should be included in a Independent Sales Contractor Agreement?

1. Schedule 1: Territory Description: Detailed description of the assigned sales territory

2. Schedule 2: Commission Structure: Detailed commission rates, tiers, and calculation methods

3. Schedule 3: Sales Targets: Specific sales targets and quota requirements

4. Schedule 4: Approved Products/Services: List of products/services the contractor is authorized to sell

5. Schedule 5: Reporting Requirements: Ƶ and timing for required reports

6. Schedule 6: Company Policies: Relevant company policies the contractor must comply with

7. Appendix A: Required Insurance Coverage: Specific insurance types and coverage amounts required

8. Appendix B: Approved Marketing Materials: List of approved marketing materials and usage guidelines

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

New Zealand

Publisher

Ƶ

Document Type

Sales Contract

Sector

Sales

Cost

Free to use
Relevant legal definitions










































Clauses









































Relevant Industries

Retail

Software and Technology

Manufacturing

Financial Services

Real Estate

Professional Services

Healthcare

Telecommunications

Consumer Goods

Industrial Equipment

Insurance

Construction

Educational Services

Agricultural Products

Relevant Teams

Legal

Sales

Finance

Human Resources

Operations

Business Development

Compliance

Commercial

Risk Management

Partner Management

Relevant Roles

Sales Representative

Business Development Manager

Territory Manager

Sales Agent

Commercial Representative

Product Specialist

Market Development Consultant

Channel Partner

Sales Executive

Account Manager

Distribution Representative

Brand Ambassador

Technical Sales Specialist

Regional Sales 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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