
Adam Frankel
General Counsel · Technology & AI
15+ years as General Counsel to technology, cloud & AI companies
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This document is a formal appointment of an independent contractor to act as a sales representative for IT products. It contains specific tiered commission thresholds in Rupees and a three-year post-termination non-compete clause. It is not an employment contract, as the Agent is expressly defined as an independent contractor.
Use this document when hiring an individual or entity to expand computer hardware sales into specific geographical territories on a commission-only basis. If the representative is to be a full-time employee with a base salary, use an Employment Agreement instead.
| Clause | Name | What it does |
|---|---|---|
| 1 | Appointment and Term | Appoints the Agent for a period of three years to sell computers and software within specified territories. |
| 2 | Agent's Duties | Obliges the Agent to promote sales, maintain separate account books, and refrain from selling competing goods without consent. |
| 6 | Non-compete Covenant | Prohibits the Agent from acting as a selling agent for akin computer goods for three years after termination. |
| 8 | Company's Rights | Reserves the Company's right to decline orders at its absolute discretion and sell products directly within the territories. |
| 10 | Commission and Payment | Sets a tiered commission percentage based on invoice prices and requires accounts to be furnished periodically. |
| 13 | Termination | Permits the Company to terminate the agreement immediately if the Agent is restrained from duties for a specified number of months. |
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An agreement appointing an individual as an independent sales agent to sell a company's computers, hardware and software on commission within a defined territory in India, for a three-year term. It covers the agent's duties (promoting sales, obtaining and forwarding orders, after-sales service, market surveys, record-keeping), exclusivity and confidentiality obligations, the company's reserved rights (to deal directly, decline orders, vary the territory, and assign), the tiered commission structure and monthly expense reimbursement, refund of commission on unpaid or returned goods, the company's termination rights, and return of the company's materials on termination.