[{"id":"032702ec-3577-434d-923f-acc071e6817d","order":1,"text":"AGENCY AGREEMENT","fontSize":"22","textAlign":"center","bold":true,"underline":false,"marginBottom":"20","cflou":false,"active":true,"marginTop":"0"},{"id":"7c610617-7e9c-42da-9110-e87948d5013f","order":2,"text":"This Agency Agreement (the "Agreement") is made and entered into at [Place of execution] on this [Date].","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"16","cflou":false,"active":true},{"id":"070f6234-016a-456e-9f38-2bbe429bc721","order":3,"text":"BETWEEN","fontSize":"14","textAlign":"left","bold":true,"underline":false,"marginBottom":"10","cflou":false,"active":true,"marginTop":"6"},{"id":"f0dc7592-5c49-4e02-b9cf-8c9f18c719b8","order":4,"text":"[Full name of the Principal], son/daughter of [Father's/Mother's name], an individual residing at [Residential address of the Principal] (hereinafter referred to as the "Principal", which expression shall, unless repugnant to the context or meaning thereof, include his/her heirs, executors, administrators, legal representatives and permitted assigns), of the ONE PART;","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true,"displayConditions":[{"field":"a2b7c655-0495-46ba-9089-a837ee3b9f20","value":"company","type":"remove","operator":"="}]},{"id":"60200f1c-62be-437f-bd68-27568b3e3970","order":5,"text":"[Name of the Principal company], a company incorporated under the Companies Act, 2013 (or the Companies Act, 1956, as applicable) bearing Corporate Identity Number [CIN] and having its registered office at [Registered office address], represented herein by its duly authorised signatory [Name of authorised signatory], [Designation] (hereinafter referred to as the "Principal", which expression shall, unless repugnant to the context or meaning thereof, include its successors-in-interest and permitted assigns), of the ONE PART;","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true,"displayConditions":[{"field":"a2b7c655-0495-46ba-9089-a837ee3b9f20","value":"individual","type":"remove","operator":"="}]},{"id":"8b4d42ce-f0f8-4e56-9bf9-94bb7c4b887d","order":6,"text":"AND","fontSize":"14","textAlign":"left","bold":true,"underline":false,"marginBottom":"10","cflou":false,"active":true,"marginTop":"6"},{"id":"53b56e35-f63d-4c44-ad25-afa8b689d54b","order":7,"text":"[Full name of the Agent], son/daughter of [Father's/Mother's name], an individual residing at [Residential address of the Agent] (hereinafter referred to as the "Agent", which expression shall, unless repugnant to the context or meaning thereof, include his/her heirs, executors, administrators, legal representatives and permitted assigns), of the OTHER PART.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true,"displayConditions":[{"field":"68458779-0233-4e16-be76-1a26b75af5b0","value":"company","type":"remove","operator":"="}]},{"id":"6da3ec7f-a547-4335-be86-614ef737760b","order":8,"text":"[Name of the Agent company], a company incorporated under the Companies Act, 2013 (or the Companies Act, 1956, as applicable) bearing Corporate Identity Number [CIN] and having its registered office at [Registered office address], represented herein by its duly authorised signatory [Name of authorised signatory], [Designation] (hereinafter referred to as the "Agent", which expression shall, unless repugnant to the context or meaning thereof, include its successors-in-interest and permitted assigns), of the OTHER PART.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true,"displayConditions":[{"field":"68458779-0233-4e16-be76-1a26b75af5b0","value":"individual","type":"remove","operator":"="}]},{"id":"729e7ff6-1d0b-4fdb-80ec-dbbba176270b","order":9,"text":"The Principal and the Agent are hereinafter individually referred to as a "Party" and collectively as the "Parties".","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"16","cflou":false,"active":true,"marginTop":"6"},{"id":"ecd02f7d-ca61-4b4f-8d28-722642b2bb51","order":10,"text":"RECITALS","fontSize":"14","textAlign":"left","bold":true,"underline":true,"marginBottom":"10","cflou":false,"active":true,"marginTop":"6"},{"id":"b0c24e10-93e1-42f6-b2d5-ca60812c4b98","order":11,"text":"WHEREAS the Principal is engaged in the business of [Description of the Principal's business] and desires to appoint an agent to act on its behalf in connection with the matters set out herein;","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"b02443cc-f3dc-487e-8420-c89aedb9700a","order":12,"text":"AND WHEREAS the Agent has represented that it possesses the requisite skill, experience, competence and resources to [Nature of services / acts to be performed by the Agent], and has agreed to act as the agent of the Principal upon the terms and conditions hereinafter appearing;","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"99e5750f-8878-41c8-aa98-c0e511d99bd3","order":13,"text":"AND WHEREAS each Party represents that it is competent to contract within the meaning of Sections 11 and 12 of the Indian Contract Act, 1872, and is duly empowered and authorised to enter into and perform this Agreement, the Principal being a person who may employ an agent under Section 183 and the Agent being a person who may be employed as an agent under Section 184 of the said Act;","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"1b4a4d1d-32f0-42e1-b4a2-fb6acb3c75a0","order":14,"text":"AND WHEREAS the Parties are desirous of recording the terms and conditions of such appointment in writing, and this Agreement is governed by the provisions of Chapter X (Sections 182 to 238) of the Indian Contract Act, 1872;","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"fbc2d79b-b6f8-411f-809c-ac27c14952a0","order":15,"text":"NOW, THEREFORE, in consideration of the mutual covenants, promises and obligations contained herein, and for other good and valuable consideration the receipt and adequacy of which is hereby acknowledged, the Parties hereby agree as follows:","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"16","cflou":false,"active":true},{"id":"a2ffdf84-b21c-4e55-96e6-b5e32fc8a92f","order":16,"text":"1. DEFINITIONS AND INTERPRETATION","fontSize":"16","textAlign":"left","bold":true,"underline":true,"marginBottom":"10","cflou":false,"active":true,"marginTop":"14","sectionNum":"S01"},{"id":"0c34a422-3c6d-4ed1-bc85-62f6f7a1f1c3","order":17,"text":"In this Agreement, unless the context otherwise requires: (a) "Agency" means the relationship of principal and agent created under this Agreement within the meaning of Section 182 of the Indian Contract Act, 1872; (b) "Authority" means the powers conferred upon the Agent under the Clause titled 'Scope and Extent of Authority'; (c) "Confidential Information" has the meaning ascribed to it in the Clause titled 'Confidentiality'; (d) "Effective Date" means the date of execution of this Agreement first written above; (e) "Territory" means the geographical area specified in the Clause titled 'Territory'; and (f) "Schedule" means any schedule annexed to and forming an integral part of this Agreement.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"d4e347c9-cf89-41f4-a567-532ede80382e","order":18,"text":"In this Agreement, the singular includes the plural and vice versa; references to a person include natural persons and bodies corporate; the headings are for convenience only and shall not affect interpretation; and references to any statute include that statute as amended, re-enacted or replaced from time to time.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"66cedab6-1327-4eeb-b4d8-03288fa9e940","order":19,"text":"2. APPOINTMENT OF AGENT","fontSize":"16","textAlign":"left","bold":true,"underline":true,"marginBottom":"10","cflou":false,"active":true,"marginTop":"14","sectionNum":"S02"},{"id":"8abd87a5-5f75-4822-9c90-ece125815156","order":20,"text":"The Principal hereby appoints the Agent as its agent, and the Agent hereby accepts such appointment, to act on behalf of and in the name of the Principal in accordance with the terms of this Agreement. The Agent shall stand in a fiduciary relationship with the Principal and shall at all times act in good faith and in the best interests of the Principal.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"8e76b560-cdb9-4ed7-9067-efa93b886ff7","order":21,"text":"The appointment of the Agent under this Agreement shall be on an EXCLUSIVE basis. During the term of this Agreement, the Principal shall not appoint any other agent, representative or intermediary to perform the same or similar functions within the Territory, and the Agent shall not act for any person whose business competes with that of the Principal within the Territory without the prior written consent of the Principal.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true,"displayConditions":[{"field":"1f840ba3-316c-4a3e-8b8c-9dea6f5efe86","value":"exclusive","type":"add","operator":"="}]},{"id":"3d20523e-3818-4569-ab67-81583f9fa148","order":22,"text":"The appointment of the Agent under this Agreement shall be on a NON-EXCLUSIVE basis. The Principal reserves the right to appoint other agents, representatives or intermediaries, and to deal directly with any person, within or outside the Territory, without any obligation to the Agent.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true,"displayConditions":[{"field":"1f840ba3-316c-4a3e-8b8c-9dea6f5efe86","value":"non-exclusive","type":"add","operator":"="}]},{"id":"c23da1cd-48d9-4988-b173-f7e02413c2bb","order":23,"text":"3. REPRESENTATIONS AND WARRANTIES","fontSize":"16","textAlign":"left","bold":true,"underline":true,"marginBottom":"10","cflou":false,"active":true,"marginTop":"14","sectionNum":"S03"},{"id":"0fee4f16-f195-4023-bd86-34081cee01d1","order":24,"text":"Each Party represents and warrants to the other that: (a) it has full power, capacity and authority to enter into and perform this Agreement and to grant the rights and undertake the obligations herein; (b) the execution and performance of this Agreement has been duly authorised by all necessary corporate or other action and does not contravene its constitutional documents, any applicable law, or any agreement or arrangement by which it is bound; (c) this Agreement constitutes legal, valid and binding obligations enforceable against it in accordance with its terms; and (d) there is no litigation, arbitration or proceeding pending or, to its knowledge, threatened against it which would materially affect its ability to perform this Agreement.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"9a33c42f-9647-42ff-98fd-6be95a3b5d10","order":25,"text":"The Agent further represents and warrants that it holds, and shall maintain in force throughout the term of this Agreement, all licences, registrations, permissions and approvals required under applicable law to perform its obligations hereunder, and that it shall perform its duties in a professional and workmanlike manner.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"a281f994-39e2-4f45-b279-4844e63bac80","order":26,"text":"4. SCOPE AND EXTENT OF AUTHORITY","fontSize":"16","textAlign":"left","bold":true,"underline":true,"marginBottom":"10","cflou":false,"active":true,"marginTop":"14","sectionNum":"S04"},{"id":"3e9b2ffb-09bf-4978-a3c7-0d123699e941","order":27,"text":"The Agent is authorised to perform, on behalf of the Principal, the following acts: [Detailed description of the acts the Agent is authorised to perform]. The authority hereby conferred shall be construed in accordance with Sections 186 to 189 of the Indian Contract Act, 1872, and shall include the authority to do every lawful thing necessary to, or incidental for the purpose of, carrying out the acts so authorised.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"3fe4105b-fd9e-4236-9396-5f90bc6c8ca0","order":28,"text":"The Agent shall not, without the prior express written authority of the Principal: (a) execute or deliver any deed, negotiable instrument or document under seal; (b) borrow money, raise finance or create any charge, mortgage or encumbrance on any property of the Principal; (c) compromise, settle, release or waive any claim, debt or right of the Principal; (d) institute, defend or compound any legal proceedings on behalf of the Principal; or (e) bind the Principal to any liability or obligation exceeding the scope expressly conferred under this Agreement. Any act done by the Agent in excess of the authority conferred shall not bind the Principal, save as provided in Sections 196 to 200 of the Indian Contract Act, 1872 (ratification).","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"a69b462d-5b7a-413d-8ca4-cfa1c32fffa7","order":29,"text":"5. TERRITORY","fontSize":"16","textAlign":"left","bold":true,"underline":true,"marginBottom":"10","cflou":false,"active":true,"marginTop":"14","sectionNum":"S05"},{"id":"42fdb518-f815-4352-b418-f4fd68836591","order":30,"text":"The Agent shall exercise the authority conferred under this Agreement solely within the following territory: [Territory / geographical area] (the "Territory"). The Agent shall not, without the prior written consent of the Principal, solicit business, appoint sub-agents or otherwise act on behalf of the Principal outside the Territory.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"7ecaeb60-0e62-4d72-b311-570bdc851cb8","order":31,"text":"6. DUTIES AND OBLIGATIONS OF THE AGENT","fontSize":"16","textAlign":"left","bold":true,"underline":true,"marginBottom":"10","cflou":false,"active":true,"marginTop":"14","sectionNum":"S06"},{"id":"9d431ed3-c377-4e04-8411-158ec39ad333","order":32,"text":"The Agent shall conduct the business of the Agency according to the directions given by the Principal and, in the absence of any such directions, according to the custom which prevails in dealings of the same kind at the place where the Agent conducts such business, in accordance with Section 211 of the Indian Contract Act, 1872.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"41120484-0c20-4941-905a-a4334aa396f6","order":33,"text":"The Agent shall conduct the business of the Agency with such skill as is generally possessed by persons engaged in similar business, and shall act with reasonable diligence, in accordance with Sections 212 and 213 of the Indian Contract Act, 1872, and shall be liable to make compensation to the Principal in respect of the direct consequences of the Agent's own neglect, want of skill or misconduct.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"57237ea6-3d83-488b-a5c3-20fe25dc44b4","order":34,"text":"The Agent shall render to the Principal proper, true and complete accounts of all sums and property received and disbursed on behalf of the Principal, and shall produce the same on demand, in accordance with Section 213 of the Indian Contract Act, 1872. All monies, goods and property of the Principal which come into the possession of the Agent shall be held by the Agent in trust for the Principal and shall be kept separate and distinct from the Agent's own monies and property.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"90628bf6-7340-48fd-bcd8-30be9a2c6204","order":35,"text":"In all cases of difficulty, the Agent shall use all reasonable diligence in communicating with the Principal and in seeking to obtain the Principal's instructions, in accordance with Section 214 of the Indian Contract Act, 1872.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"52fc7532-5d1f-40df-b048-b5c327ceb930","order":36,"text":"The Agent shall not, without the knowledge and consent of the Principal, deal on the Agent's own account in the business of the Agency, nor make any secret profit, commission or advantage from the Agency. If the Agent acts in contravention of this obligation, the Principal may repudiate the transaction and/or require the Agent to account for and pay over any such profit, in accordance with Sections 215 and 216 of the Indian Contract Act, 1872.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"0d342098-4a4a-48f0-a27a-867f3c5cd54c","order":37,"text":"The Agent shall, on behalf of the Principal, pay to the Principal all sums received on the Principal's account, subject to the Agent's right to deduct lawful charges, expenses and remuneration due to the Agent under Section 217 of the Indian Contract Act, 1872. The Agent shall comply with all applicable laws, rules and regulations in the performance of its obligations hereunder.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"dd595fad-a3c3-423e-b04f-ac754853b270","order":38,"text":"7. CONFLICT OF INTEREST","fontSize":"16","textAlign":"left","bold":true,"underline":true,"marginBottom":"10","cflou":false,"active":true,"marginTop":"14","sectionNum":"S07"},{"id":"a61e3697-c759-4da4-9223-f8c96598415e","order":39,"text":"The Agent shall not, during the term of this Agreement, place itself in a position where its own interest, or its duty to any other person, conflicts or may conflict with its duty to the Principal under this Agreement. The Agent shall promptly disclose to the Principal in writing any actual or potential conflict of interest, including any interest, direct or indirect, which the Agent or any of its related parties may have in any transaction undertaken on behalf of the Principal. The Agent shall not represent any person whose interests are or may be adverse to those of the Principal in respect of the subject matter of the Agency without the prior written consent of the Principal.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"afd334f3-d1f6-494d-b5d8-beaf289fbda4","order":40,"text":"8. NON-SOLICITATION AND POST-TERMINATION RESTRICTIONS","fontSize":"16","textAlign":"left","bold":true,"underline":true,"marginBottom":"10","cflou":false,"active":true,"marginTop":"14","sectionNum":"S08"},{"id":"20582a46-2df5-4d7f-9eb1-d7d6d6256c6d","order":41,"text":"During the term of this Agreement and for a period of twelve (12) months following its termination, the Agent shall not, within the Territory and in relation to goods or services competing with those of the Principal, directly or indirectly: (a) solicit, canvass or entice away any customer of the Principal with whom the Agent had dealings in the course of the Agency; or (b) solicit or entice away any employee, agent or sub-agent of the Principal. The Parties acknowledge that the restrictions contained in this Clause are reasonable and necessary to protect the legitimate business interests and goodwill of the Principal, and are intended to operate only to the extent permissible under Section 27 of the Indian Contract Act, 1872 and applicable law; and if any such restriction is held to be unenforceable as an unreasonable restraint of trade, it shall apply with such modification as may be necessary to render it valid and enforceable.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"7a1ad1dd-0b2a-4e75-9ee9-cb4fc6c3b51e","order":42,"text":"9. DELEGATION AND APPOINTMENT OF SUB-AGENTS","fontSize":"16","textAlign":"left","bold":true,"underline":true,"marginBottom":"10","cflou":false,"active":true,"marginTop":"14","sectionNum":"S09"},{"id":"15eb1f68-4045-4126-bafc-494d341117f0","order":43,"text":"The Agent shall not delegate the performance of its duties nor appoint any sub-agent, save in the ordinary course of business where, from the nature of the Agency, a sub-agent must or should be employed, or where there is an established custom of trade to that effect, in accordance with Section 190 of the Indian Contract Act, 1872. Where a sub-agent is properly appointed with the Principal's authority, the Principal shall, so far as regards third persons, be represented by the sub-agent and shall be bound by and responsible for the acts of the sub-agent as if the sub-agent were an agent originally appointed by the Principal, in accordance with Section 192 of the said Act. Where a sub-agent is appointed without authority, the Agent alone shall be responsible for the acts of such sub-agent, in accordance with Section 193 of the said Act.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"e20fc7ac-a206-41ca-8158-34a2e516becb","order":44,"text":"10. OBLIGATIONS OF THE PRINCIPAL","fontSize":"16","textAlign":"left","bold":true,"underline":true,"marginBottom":"10","cflou":false,"active":true,"marginTop":"14","sectionNum":"S10"},{"id":"5c56776a-434a-4b64-b98a-14daca88b610","order":45,"text":"The Principal shall provide the Agent with such information, documents, samples, authorisations and facilities as may reasonably be required to enable the Agent to perform its obligations under this Agreement, and shall promptly inform the Agent of any change in the Principal's instructions, policies or circumstances affecting the Agency.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"e4c6965c-d35d-423b-8f5a-eb33eaea8ae0","order":46,"text":"The Principal shall not, save in accordance with the terms of this Agreement, do anything which prevents the Agent from earning the remuneration agreed herein, and shall deal with the Agent in good faith.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"27521d5a-9caf-4b80-9c17-dac68bc4b404","order":47,"text":"11. REMUNERATION AND COMMISSION","fontSize":"16","textAlign":"left","bold":true,"underline":true,"marginBottom":"10","cflou":false,"active":true,"marginTop":"14","sectionNum":"S11"},{"id":"a632a4e9-47db-4b2e-89ed-468b7d4ddc46","order":48,"text":"In consideration of the services rendered by the Agent, the Principal shall pay to the Agent a commission at the rate of [Commission rate] percent (%) calculated on [Basis of commission, e.g. net invoice value of transactions concluded through the Agent]. The commission shall become due and payable only upon the Principal's actual receipt of the corresponding consideration from the third party.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true,"displayConditions":[{"field":"c58c6dd4-ff4a-491e-860c-095815cd193e","value":"fixed_fee","type":"remove","operator":"="}]},{"id":"ee31c63d-380e-4dae-9706-ae30ac9e6cd9","order":49,"text":"In consideration of the services rendered by the Agent, the Principal shall pay to the Agent a fixed remuneration of INR [Amount in Indian Rupees] payable [Frequency of payment, e.g. per month / per quarter], exclusive of applicable taxes.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true,"displayConditions":[{"field":"c58c6dd4-ff4a-491e-860c-095815cd193e","value":"commission","type":"remove","operator":"="}]},{"id":"52ea56e5-02b2-47d7-923d-6ce6dd3ba85f","order":50,"text":"All amounts payable under this Agreement are exclusive of Goods and Services Tax (GST) and any other applicable taxes, levies or cesses, which shall be borne and paid by the Party liable under applicable law. Each Party shall be responsible for its own income tax liability, and the Principal shall be entitled to deduct tax at source (TDS) where required under the Income-tax Act, 1961, and to issue the requisite certificate to the Agent. The Agent shall not be entitled to any remuneration for any transaction in which the Agent is found guilty of misconduct, in accordance with Section 220 of the Indian Contract Act, 1872.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"286f3517-c8b7-4639-b1ae-418295938945","order":51,"text":"12. EXPENSES, INDEMNITY AND LIEN","fontSize":"16","textAlign":"left","bold":true,"underline":true,"marginBottom":"10","cflou":false,"active":true,"marginTop":"14","sectionNum":"S12"},{"id":"c1634051-ba06-48d7-8e1e-4fb50aa51b7c","order":52,"text":"Save where this Agreement expressly provides that the Agent shall bear its own expenses, the Principal shall reimburse the Agent for all reasonable and properly documented expenses lawfully incurred by the Agent in the performance of its duties under this Agreement.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true,"displayConditions":[{"field":"2600d616-6ee6-496c-ae12-7e39714fe381","value":"no","type":"remove","operator":"="}]},{"id":"2b9423aa-ed64-4a2c-b5cf-e7edce9dae46","order":53,"text":"Save as expressly agreed in writing by the Principal, the Agent shall bear its own costs and expenses incurred in the performance of its duties under this Agreement, and shall not be entitled to claim reimbursement thereof from the Principal.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true,"displayConditions":[{"field":"2600d616-6ee6-496c-ae12-7e39714fe381","value":"yes","type":"remove","operator":"="}]},{"id":"f6e70640-ceb5-47d8-b4a8-445d8755fa9b","order":54,"text":"The Principal shall indemnify and keep indemnified the Agent against the consequences of all lawful acts done by the Agent in exercise of the authority conferred upon it, and against any injury caused to the Agent by the Principal's neglect or want of skill, in accordance with Sections 222, 223 and 225 of the Indian Contract Act, 1872. The Agent shall not be entitled to indemnity in respect of acts which the Agent knew, or had reason to believe, to be unlawful, in accordance with Section 224 of the said Act.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"0da572dc-82ec-4267-91b8-6eaa23c2a3a2","order":55,"text":"The Agent shall indemnify and keep indemnified the Principal against all losses, claims, demands, liabilities and expenses arising out of any breach of this Agreement by the Agent, or any act done by the Agent in excess of or contrary to the authority conferred, or any negligence, want of skill or wilful misconduct on the part of the Agent.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"3eb50fac-fc85-41a7-b845-6d47f1c24103","order":56,"text":"In the absence of any contract to the contrary, the Agent shall be entitled to retain goods, papers and other property, whether movable or immovable, of the Principal received by the Agent, until the amount due to the Agent for commission, disbursements and services rendered has been paid or accounted for, in accordance with Section 221 of the Indian Contract Act, 1872 (agent's lien).","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"ec3926dc-01b0-4c7b-b207-dfa42b102acd","order":57,"text":"13. LIMITATION OF LIABILITY","fontSize":"16","textAlign":"left","bold":true,"underline":true,"marginBottom":"10","cflou":false,"active":true,"marginTop":"14","sectionNum":"S13"},{"id":"0b802a29-c917-405d-b195-28f2fe988433","order":58,"text":"Subject to the following, the liability of either Party to the other in respect of any claim arising out of or in connection with this Agreement, whether in contract, tort (including negligence), breach of statutory duty or otherwise, shall in the aggregate not exceed the total remuneration paid or payable to the Agent under this Agreement during the twelve (12) months immediately preceding the event giving rise to the claim.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"d757afc0-9222-4823-aeee-1d4120ee0e41","order":59,"text":"Neither Party shall be liable to the other for any indirect, special, incidental, punitive or consequential loss or damage, or for any loss of profit, loss of business, loss of goodwill or loss of anticipated savings, howsoever arising.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"c54ec466-7a26-4371-88cc-224dbab602c8","order":60,"text":"Nothing in this Clause shall operate to exclude or limit the liability of either Party for: (a) fraud or fraudulent misrepresentation; (b) wilful misconduct; (c) any breach of the obligations of confidentiality; (d) any indemnity expressly given under this Agreement; or (e) any liability which cannot be excluded or limited under applicable law.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"6d1b5952-80b0-4eb8-b04a-4e0e1452f221","order":61,"text":"14. TERM, RENEWAL AND TERMINATION","fontSize":"16","textAlign":"left","bold":true,"underline":true,"marginBottom":"10","cflou":false,"active":true,"marginTop":"14","sectionNum":"S14"},{"id":"5b5fe841-0991-46e3-8d02-a9b5e4962fc0","order":62,"text":"This Agreement shall come into force on [Commencement date] and, unless earlier terminated in accordance with this Clause, shall remain in force for a fixed term expiring on [End date], whereupon it shall stand automatically terminated unless renewed by the Parties by mutual agreement recorded in writing.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true,"displayConditions":[{"field":"7fa6b25a-ec2b-46a9-b79b-86f7ad05e121","value":"indefinite","type":"remove","operator":"="}]},{"id":"b3d07f83-4145-424c-81f8-fc812058fe5d","order":63,"text":"This Agreement shall come into force on [Commencement date] and shall continue in force for an indefinite period until terminated by either Party in accordance with this Clause.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true,"displayConditions":[{"field":"7fa6b25a-ec2b-46a9-b79b-86f7ad05e121","value":"fixed","type":"remove","operator":"="}]},{"id":"70a82800-59d5-4f50-b2a6-3b55d33d2232","order":64,"text":"Either Party may terminate this Agreement at any time by giving the other Party not less than [Notice period in days] days' prior notice in writing, in accordance with the principle of reasonable notice recognised under Section 206 of the Indian Contract Act, 1872.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"8e389cd6-f79f-4101-b2ca-c5e186a361b0","order":65,"text":"Without prejudice to any other right or remedy, either Party may terminate this Agreement forthwith by written notice if the other Party: (a) commits a material breach of this Agreement which, being capable of remedy, is not remedied within thirty (30) days of written notice requiring its remedy; (b) commits a material breach which is incapable of remedy; (c) becomes insolvent, is wound up, or has a receiver or liquidator appointed over its assets; or (d) ceases or threatens to cease to carry on its business.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"30d30676-9eae-4428-9142-f73b4e4d0522","order":66,"text":"The Principal may revoke the authority of the Agent, and the Agent may renounce the Agency, in accordance with Sections 201 to 207 of the Indian Contract Act, 1872. Where the Agency has been created for a fixed period and is revoked or renounced without sufficient cause before the expiry of that period, the Party so revoking or renouncing shall make compensation to the other Party in respect thereof, in accordance with Sections 205 and 206 of the said Act. No revocation or renunciation shall take effect until reasonable notice thereof has been given. Where the authority is one coupled with an interest, it shall not, in the absence of an express contract, be terminated to the prejudice of such interest, in accordance with Section 202 of the said Act.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"1070c5d7-4659-495b-8517-18d76e571dc3","order":67,"text":"Upon termination of this Agreement for any reason: (a) the Agent shall forthwith cease to act on behalf of the Principal and shall cease to hold itself out as the Principal's agent; (b) the Agent shall return to the Principal all monies, goods, documents, records and property of the Principal in its possession or control, subject to the Agent's lien set out in the Clause titled 'Expenses, Indemnity and Lien'; (c) the Agent shall render a final account to the Principal; and (d) accrued rights and liabilities of the Parties as at the date of termination shall not be affected. The termination of the Agency operates as a termination of the authority of every sub-agent, in accordance with Section 210 of the Indian Contract Act, 1872.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"61df21d6-93eb-49e7-b529-0505e70c8e76","order":68,"text":"15. CONFIDENTIALITY","fontSize":"16","textAlign":"left","bold":true,"underline":true,"marginBottom":"10","cflou":false,"active":true,"marginTop":"14","sectionNum":"S15"},{"id":"fac72f12-268a-4d2a-ac25-430a12a3f248","order":69,"text":"Each Party shall keep confidential, both during the term of this Agreement and after its termination, all information of a confidential or proprietary nature relating to the business, customers, finances, trade secrets, know-how or affairs of the other Party ("Confidential Information") which is disclosed to or otherwise acquired by it in connection with this Agreement, and shall not use or disclose the same to any third party except (a) as required for the proper performance of this Agreement; (b) with the prior written consent of the disclosing Party; or (c) as required by law, regulation or any competent court or authority.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"72db509e-5fd3-45cf-8dee-af47f93b6f3b","order":70,"text":"The obligations of confidentiality under this Clause shall survive the termination of this Agreement for a period of [Number of years] years and shall not apply to information which is or becomes publicly available otherwise than through a breach of this Agreement.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"ca3ee340-9ab5-4dc5-a1ef-e62e1deed07e","order":71,"text":"16. INTELLECTUAL PROPERTY","fontSize":"16","textAlign":"left","bold":true,"underline":true,"marginBottom":"10","cflou":false,"active":true,"marginTop":"14","sectionNum":"S16"},{"id":"99671db8-7ba3-491b-b49e-9d757f331382","order":72,"text":"All intellectual property rights, including trade marks, trade names, logos, copyrights, designs and goodwill belonging to the Principal shall remain the sole and exclusive property of the Principal. The Agent is permitted to use the same solely for the purpose of performing its obligations under this Agreement and strictly in accordance with the Principal's instructions, and shall acquire no right, title or interest therein. Upon termination, the Agent shall forthwith cease all use of the Principal's intellectual property.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"2cf86159-c081-4ccf-a2b8-f00e11ec9ef8","order":73,"text":"17. ANTI-BRIBERY, ANTI-CORRUPTION AND COMPLIANCE","fontSize":"16","textAlign":"left","bold":true,"underline":true,"marginBottom":"10","cflou":false,"active":true,"marginTop":"14","sectionNum":"S17"},{"id":"e53e3802-68db-47e1-a394-056d520bfdc1","order":74,"text":"The Agent shall, in the performance of this Agreement, comply with all applicable laws relating to anti-bribery and anti-corruption, including the Prevention of Corruption Act, 1988, and shall not, directly or indirectly, offer, promise, give, solicit or accept any bribe, kickback, illegal gratification or other improper advantage to or from any person, including any public servant or government official, for the purpose of obtaining or retaining business or any improper advantage in connection with the Agency.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"dab86125-12f0-4ff0-8e10-4574cdc1d80e","order":75,"text":"The Agent shall comply with all applicable laws relating to the prevention of money laundering, including the Prevention of Money-Laundering Act, 2002, and applicable foreign exchange laws, including the Foreign Exchange Management Act, 1999, and shall maintain accurate books and records of all transactions undertaken on behalf of the Principal. Any breach of this Clause shall constitute a material breach incapable of remedy, entitling the Principal to terminate this Agreement forthwith.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"305db0ee-03d2-4fa4-be4d-fa6443b2f799","order":76,"text":"18. DATA PROTECTION","fontSize":"16","textAlign":"left","bold":true,"underline":true,"marginBottom":"10","cflou":false,"active":true,"marginTop":"14","sectionNum":"S18"},{"id":"539cb51c-a4c7-4fc0-8ded-e3b7675c88b2","order":77,"text":"To the extent that the Agent processes any personal data on behalf of the Principal in connection with this Agreement, the Agent shall: (a) process such personal data only in accordance with the Principal's lawful instructions and for the purposes of the Agency; (b) comply with the Digital Personal Data Protection Act, 2023 and all other applicable data protection laws; (c) implement and maintain appropriate technical and organisational security measures to protect such personal data against unauthorised or unlawful processing, loss, destruction or damage; (d) not transfer such personal data to any third party without the prior written consent of the Principal; and (e) upon termination of this Agreement, return or securely delete all such personal data as directed by the Principal. The Agent shall promptly notify the Principal of any personal data breach affecting the Principal's data.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"bade832c-5b2d-4df2-8436-bec869575a8e","order":78,"text":"19. RELATIONSHIP OF THE PARTIES","fontSize":"16","textAlign":"left","bold":true,"underline":true,"marginBottom":"10","cflou":false,"active":true,"marginTop":"14","sectionNum":"S19"},{"id":"bf692de4-9bf6-4e03-8824-d2e1a4c05998","order":79,"text":"Nothing in this Agreement shall be construed as creating a partnership, joint venture or employer-employee relationship between the Parties. The Agent shall act as an independent contractor and shall have authority to bind the Principal only to the extent expressly conferred under this Agreement. The Agent shall be solely responsible for its own statutory and regulatory compliances, including those relating to taxation, labour and social security in respect of its own personnel.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"dcd9432e-f8ad-44be-9731-b63d194e7b89","order":80,"text":"20. FORCE MAJEURE","fontSize":"16","textAlign":"left","bold":true,"underline":true,"marginBottom":"10","cflou":false,"active":true,"marginTop":"14","sectionNum":"S20"},{"id":"fc1b0309-4200-479a-9a11-244c77c08b20","order":81,"text":"Neither Party shall be liable for any failure or delay in the performance of its obligations under this Agreement (other than an obligation to make payment of monies already due) to the extent that such failure or delay is caused by an event beyond its reasonable control, including but not limited to acts of God, war, riot, civil commotion, epidemic, pandemic, fire, flood, earthquake, governmental action or restriction. The affected Party shall promptly notify the other Party and shall use reasonable endeavours to mitigate the effects of such event. If the force majeure event continues for a continuous period exceeding sixty (60) days, either Party may terminate this Agreement by written notice without liability.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"5533c07f-da30-48b3-ad07-ab47d54edfc6","order":82,"text":"21. ASSIGNMENT","fontSize":"16","textAlign":"left","bold":true,"underline":true,"marginBottom":"10","cflou":false,"active":true,"marginTop":"14","sectionNum":"S21"},{"id":"cfb08074-9831-4594-9743-18b0b4a15cbe","order":83,"text":"The Agency is founded on the personal confidence reposed by the Principal in the Agent. Accordingly, the Agent shall not assign, transfer, charge or otherwise deal with the benefit or burden of this Agreement, in whole or in part, without the prior written consent of the Principal. The Principal may assign this Agreement to any successor-in-interest or to any person acquiring all or substantially all of its business.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"594c5e08-2e2f-4f9a-86fd-96372301d886","order":84,"text":"22. NOTICES","fontSize":"16","textAlign":"left","bold":true,"underline":true,"marginBottom":"10","cflou":false,"active":true,"marginTop":"14","sectionNum":"S22"},{"id":"907f411c-320e-4d2e-ab59-31aacd66eb6d","order":85,"text":"Any notice or communication under this Agreement shall be in writing and shall be deemed to have been duly given if delivered by hand, sent by registered post with acknowledgement due, by courier, or by electronic mail (with confirmation of delivery), to the address of the recipient Party set out in this Agreement or to such other address as a Party may notify to the other in writing. A notice shall be deemed received: if delivered by hand, at the time of delivery; if sent by registered post or courier, on the third business day after posting; and if sent by electronic mail, on the next business day after transmission.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"cdf1f70f-c1f5-47d7-b169-8b3c2e2cc292","order":86,"text":"23. GOVERNING LAW AND DISPUTE RESOLUTION","fontSize":"16","textAlign":"left","bold":true,"underline":true,"marginBottom":"10","cflou":false,"active":true,"marginTop":"14","sectionNum":"S23"},{"id":"2dd6e633-a813-490f-bdcf-ddd85446763f","order":87,"text":"This Agreement shall be governed by and construed in accordance with the laws of India, and in particular the provisions of the Indian Contract Act, 1872.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"e0853978-9b44-4f0b-9629-89a20020ed56","order":88,"text":"Any dispute, difference or claim arising out of or in connection with this Agreement, including its existence, validity, interpretation, performance, breach or termination, shall be referred to and finally resolved by arbitration under the Arbitration and Conciliation Act, 1996, as amended. The arbitral tribunal shall consist of a sole arbitrator appointed by mutual consent of the Parties. The seat and venue of arbitration shall be [City of arbitration], and the language of the arbitration shall be English. The award of the arbitrator shall be final and binding on the Parties.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true,"displayConditions":[{"field":"c6cd25ec-330e-4d22-9248-136594753874","value":"courts","type":"remove","operator":"="}]},{"id":"913c96ca-523c-4a97-885c-689c1b6a1222","order":89,"text":"The courts at [City] shall have exclusive jurisdiction to entertain, try and determine any dispute, difference or claim arising out of or in connection with this Agreement, and the Parties hereby submit to the exclusive jurisdiction of such courts.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true,"displayConditions":[{"field":"c6cd25ec-330e-4d22-9248-136594753874","value":"arbitration","type":"remove","operator":"="}]},{"id":"94b6a0ff-f7a4-4142-be56-0b9be6e70203","order":90,"text":"24. GENERAL PROVISIONS","fontSize":"16","textAlign":"left","bold":true,"underline":true,"marginBottom":"10","cflou":false,"active":true,"marginTop":"14","sectionNum":"S24"},{"id":"3c6e9bb0-d09d-4fea-bdbc-cbdf8e281545","order":91,"text":"Entire Agreement. This Agreement, together with its schedules and annexures, constitutes the entire agreement between the Parties with respect to its subject matter and supersedes all prior negotiations, representations, understandings and agreements, whether oral or written.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"9f66c357-d221-4bb0-a9a5-49f2f4f30122","order":92,"text":"Amendment. No amendment, modification or variation of this Agreement shall be valid or binding unless made in writing and signed by the authorised representatives of both Parties.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"17f75e77-bcac-46b1-9b40-b2683ed91d6e","order":93,"text":"Waiver. No failure or delay by a Party in exercising any right or remedy under this Agreement shall operate as a waiver thereof, nor shall any single or partial exercise preclude any further exercise of that or any other right or remedy.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"a8b075e0-53df-4c5e-af41-3cbdd6b5a38f","order":94,"text":"Severability. If any provision of this Agreement is held to be invalid, illegal or unenforceable, the remaining provisions shall continue in full force and effect, and the Parties shall negotiate in good faith to replace the invalid provision with a valid one that achieves, as nearly as possible, the original commercial intent.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"14b45e13-16b0-4d9f-8c72-021986d2d817","order":95,"text":"Stamp Duty. This Agreement shall be stamped in accordance with the Indian Stamp Act, 1899, or the relevant State Stamp legislation applicable at the place of execution, and the cost of such stamp duty shall be borne by the Principal unless otherwise agreed in writing.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"28b103e0-c4d8-4283-bfb7-6b27735c67d9","order":96,"text":"Counterparts. This Agreement may be executed in any number of counterparts, each of which when executed and delivered shall constitute an original, and all of which together shall constitute one and the same instrument.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"cbbcbcdb-2f8e-49fb-9bde-d6f3f2d94ca4","order":97,"text":"Survival. The provisions of this Agreement which by their nature are intended to survive termination, including those relating to accounts, indemnity, the agent's lien, confidentiality, intellectual property, data protection, non-solicitation, limitation of liability, governing law and dispute resolution, shall remain in full force and effect notwithstanding the termination of this Agreement.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"78cc472a-d37c-4815-ab0a-d5dab4b362f5","order":98,"text":"Third Party Rights. This Agreement is made solely for the benefit of the Parties and their permitted successors and assigns, and nothing in this Agreement, whether express or implied, is intended to confer any right or remedy upon any person other than the Parties.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"6e2a3edb-0244-486f-8b95-0fd18c3f08af","order":99,"text":"Schedules. The Schedules annexed to this Agreement form an integral part hereof, and any reference to this Agreement includes its Schedules. In the event of any conflict between a Schedule and the main body of this Agreement, the main body shall prevail unless the Schedule expressly states otherwise.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"f51dafa8-4992-429c-9ccd-cf2b638fc3b4","order":100,"text":"IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the day, month and year first hereinabove written.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"20","cflou":false,"active":true,"marginTop":"16"},{"id":"e902be9a-94af-446e-b773-6ff030e6365b","order":101,"text":"For and on behalf of the PRINCIPAL","fontSize":"14","textAlign":"left","bold":true,"underline":false,"marginBottom":"6","cflou":false,"active":true,"marginTop":"10"},{"id":"735fc0e1-fad7-47a1-ac97-551c2c48a6bd","order":102,"text":"Name: [Name of the Principal / authorised signatory]","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"4","cflou":false,"active":true},{"id":"cd01cad5-6b6e-470e-999b-ec6224928e3e","order":103,"text":"Signature: ____________________________","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"20","cflou":false,"active":true},{"id":"350de257-2fb9-4029-8560-2153a7b20004","order":104,"text":"For and on behalf of the AGENT","fontSize":"14","textAlign":"left","bold":true,"underline":false,"marginBottom":"6","cflou":false,"active":true,"marginTop":"10"},{"id":"a3914438-62a6-48c4-b0f1-3d682c9d99a5","order":105,"text":"Name: [Name of the Agent / authorised signatory]","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"4","cflou":false,"active":true},{"id":"32bdee4e-180b-4734-8794-18902dbb82f5","order":106,"text":"Signature: ____________________________","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"20","cflou":false,"active":true},{"id":"4a22fc9d-79af-48f5-a64d-c0e1d2e2ad97","order":107,"text":"WITNESSES:","fontSize":"14","textAlign":"left","bold":true,"underline":false,"marginBottom":"6","cflou":false,"active":true,"marginTop":"10"},{"id":"ac9feb82-7b5a-459f-9da0-ca8520f60096","order":108,"text":"(i) [Name and address of first witness]","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"6","cflou":false,"active":true},{"id":"380d172a-8b24-4046-bbf6-923914c933e1","order":109,"text":"(ii) [Name and address of second witness]","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"6","cflou":false,"active":true},{"id":"cd7c46e1-66b6-4980-b925-d8d719b94bd7","order":110,"text":"SCHEDULE I","fontSize":"16","textAlign":"center","bold":true,"underline":true,"marginBottom":"10","cflou":false,"active":true,"marginTop":"20"},{"id":"b700baf4-7379-43c1-ae2a-167df9901d35","order":111,"text":"PRODUCTS / SERVICES, TERRITORY AND COMMERCIAL TERMS","fontSize":"14","textAlign":"center","bold":true,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"05ac80f3-0733-430f-8cab-a8d61a94bf02","order":112,"text":"Products and/or services covered by the Agency: [Description of the products or services covered by the Agency].","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"0d2b312d-8677-44a7-b91c-4e5380fb9c32","order":113,"text":"Specific commercial terms, targets, pricing limits or special conditions agreed between the Parties (if any): [Any specific commercial terms, sales targets, pricing limits or special conditions; state "Not applicable" if none].","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"ef14edd2-0807-4bf8-ae90-26442f2ababc","order":114,"text":"This Schedule is executed by the Parties as an integral part of the Agency Agreement to which it is annexed.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"6","cflou":false,"active":true}]