Commission, confidentiality and non-solicitation agreement

This is a template commission, confidentiality and non-solicitation agreement.

The template is suitable for use to document the payment of commission by one person to another in respect of a defined type of event. For example, commission may become payable upon the introduction or referral of a new customer.

The agreement also includes distinct confidentiality and non-solicitation provisions. These provisions may be removed, applied to only one of the parties, or applied to both parties.

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Commission, confidentiality and non-solicitation agreement contents

Definitions: definitions.
Term: commencement of term; end of term.
Commission: obligation to pay commission upon trigger event; notification of trigger event; issue of invoice for commission; consequences of failure to notify trigger event.
Interest: interest on late payments.
Audit: right of audit in case of disputed payment; costs of audit; limits on audit right.
Non-solicitation: restrictions on
First Party
: non-solicitation restrictions period; non-solicitation restrictions on first party; non-solicitation restrictions on affiliates; restrictions in section are reasonable; general exception to non-solicitation restrictions.
Non-solicitation: restrictions on
Second Party
: non-solicitation restrictions period; non-solicitation restrictions on second party; non-solicitation restrictions on affiliates; restrictions in section are reasonable; general exception to non-solicitation restrictions.
First Party
's confidentiality obligations: first party confidentiality undertaking; disclosure of confidential information by first party to certain persons; exceptions to first party's confidentiality obligations; disclosures of second party confidential information mandated by law etc; first party to stop using confidential information upon termination; first party to return or destroy confidential information following termination; first party confidentiality obligations after termination.
First Party
's publicity obligations: no public disclosures by first party; permitted public disclosures by first party.
Second Party
's confidentiality obligations: second party confidentiality undertaking; disclosure of confidential information by second party to certain persons; exceptions to second party's confidentiality obligations; disclosures of first party confidential information mandated by law etc; second party to stop using confidential information upon termination; second party to return or destroy confidential information following termination; second party confidentiality obligations after termination.
Second Party
's publicity obligations: no public disclosures by second party; permitted public disclosures by second party.
Intellectual property rights: no assignment of intellectual property rights; no licence or limited licence to use first party confidential information; no licence or limited licence to use second party confidential information.
Warranties: first party warranty of authority; second party warranty of authority; exclusion of implied warranties and representations.
Indemnities: first party indemnifies second party upon breach; second party indemnifies first party upon breach.
Termination: termination by either party at will.
Effects of termination: surviving provisions upon termination; termination does not affect accrued rights.
Notices: methods and deemed receipt of contractual notices; contact details for contractual notices; substitute contact details for notices.
General: no waiver; severability; variation written and signed; no assignment without written consent; no third party rights; caveats to limits of liability; entire agreement; governing law; exclusive jurisdiction.
Interpretation: statutory references; section headings not affecting interpretation; calendar month meaning; no ejusdem generis.

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Version	2.0
First published	1 Sep 2016
Last updated	17 Nov 2017
Law	English law
Language	English (UK)
^†Word count	4,985
^†Template pages	12

† These figures are approximations.

Law of confidence Commercial law Competition law Advertising and marketing Agreement

	Free licence	Standard licence	Extended licence	Professional licence
Number of document instances	1	1	5	25
Number of websites or digital products	1	1	5	25
Sub-licences permitted	None	1	5	25
Document licence period	No expiry	No expiry	No expiry	No expiry
Credit for Docular	Yes	No	No	No

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Commission, confidentiality and non-solicitation agreement

This is a template commission, confidentiality and non-solicitation agreement.

Commission, confidentiality and non-solicitation agreement contents

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