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Agency Agreement for Philippines

Agency Agreement Template for Philippines

A comprehensive legal document governed by Philippine law that establishes and regulates the relationship between a principal and an agent, outlining the scope of authority, responsibilities, compensation, and terms of engagement. The agreement complies with the Civil Code of the Philippines and relevant commercial laws, incorporating specific provisions for agency relationships, territory rights, commission structures, and termination conditions. It provides a framework for commercial representation while ensuring compliance with local regulatory requirements, including foreign investment restrictions where applicable.

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What is a Agency Agreement?

An Agency Agreement is essential for businesses operating in the Philippines that wish to appoint representatives to act on their behalf in specific territories or for particular purposes. This document is crucial when companies need local representation, distribution channels, or sales agents in the Philippine market. The agreement must comply with the Civil Code of the Philippines, particularly Book IV on agency relationships, and other relevant commercial laws. It's commonly used for both domestic and international business relationships, though foreign principals must ensure compliance with the Foreign Investments Act and Anti-Dummy Law. The document typically includes detailed provisions on authority scope, territory rights, commission structures, performance metrics, and compliance requirements, making it suitable for various commercial arrangements while protecting both parties' interests under Philippine jurisdiction.

What sections should be included in a Agency Agreement?

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

2. Background: Context of the agreement, relationship between parties, and purpose of the agency arrangement

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

4. Appointment and Scope: Express appointment of agent and detailed scope of authority

5. Territory: Geographical area where the agent is authorized to act

6. Duration: Term of the agreement, including commencement date and duration

7. Agent's Rights and Obligations: Comprehensive list of agent's duties, responsibilities, and rights

8. Principal's Rights and Obligations: Principal's duties, responsibilities, and rights

9. Commission and Payment Terms: Structure of commission, calculation method, payment terms and conditions

10. Reporting Requirements: Agent's reporting obligations to the principal

11. Confidentiality: Protection of confidential information and trade secrets

12. Termination: Grounds and procedures for termination of the agreement

13. Post-Termination Obligations: Obligations of both parties after agreement termination

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

15. General Provisions: Standard boilerplate clauses including notices, amendments, and severability

What sections are optional to include in a Agency Agreement?

1. Exclusivity: Used when the agent is granted exclusive rights in the territory

2. Performance Targets: Include when specific performance metrics or sales targets are required

3. Training and Support: When principal provides specific training or support to the agent

4. Insurance Requirements: When specific insurance coverage is required from the agent

5. Intellectual Property Rights: When the agent needs to use principal's trademarks or other IP

6. Data Protection: When personal data processing is involved in the agency activities

7. Non-Competition: When restrictions on competing activities are required

8. Force Majeure: When specific provisions for unforeseen circumstances are needed

9. Bank Guarantee/Security: When financial security from the agent is required

10. Compliance with Anti-Corruption Laws: When dealing with government contracts or high-risk territories

What schedules should be included in a Agency Agreement?

1. Schedule 1 - Commission Structure: Detailed breakdown of commission rates, calculations, and examples

2. Schedule 2 - Territory Definition: Detailed description or map of the authorized territory

3. Schedule 3 - Products/Services: List and descriptions of products/services covered by the agency

4. Schedule 4 - Performance Metrics: Detailed performance targets and measurement criteria

5. Schedule 5 - Reporting Ƶ: Standard forms for regular reporting requirements

6. Schedule 6 - Operating Procedures: Detailed procedures for day-to-day operations

7. Appendix A - Power of Attorney: If required, specific powers granted to the agent

8. Appendix B - Brand Guidelines: Guidelines for use of principal's 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

Philippines

Publisher

Ƶ

Document Type

Agreement Contract

Cost

Free to use
Relevant legal definitions








































Clauses




































Relevant Industries

Retail

Manufacturing

Distribution

Real Estate

Insurance

Financial Services

Technology

Healthcare

Pharmaceuticals

Consumer Goods

Automotive

Agriculture

Tourism

Professional Services

Construction

Import/Export

Relevant Teams

Legal

Commercial

Sales

Business Development

Compliance

Operations

Finance

Risk Management

International Business

Channel Management

Partner Relations

Contract Administration

Relevant Roles

Commercial Director

Business Development Manager

Legal Counsel

Compliance Officer

Sales Director

Channel Manager

Distribution Manager

Country Manager

Regional Director

Contracts Manager

Chief Executive Officer

Chief Commercial Officer

Operations Manager

Procurement Manager

Agency Relations Manager

Partner Development 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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