Sales Broker Agreement

This Sales Broker Agreement ("Agreement") is entered into as of December 14, 2062 ("Effective Date") by and between [YOUR COMPANY NAME], a company organized and existing under the laws of California, with its principal office located at [YOUR COMPANY ADDRESS] ("Principal"), and Malvina Jones, an individual/entity with an address at Fremont, CA 94536 ("Broker").

The parties agree as follows:

I. RECITALS

1. Engagement of Broker: The Principal desires to engage the Broker to assist in the sale of the Principal's products/services ("Products"), and the Broker agrees to provide such assistance under the terms set forth in this Agreement.

2. Non-Employee Relationship: The Broker shall act as an independent contractor and not as an employee of the Principal.

II. APPOINTMENT AND SCOPE OF WORK

1. Appointment: The Principal appoints the Broker to identify and secure customers for the Products within the defined territory of United States ("Territory").

2. Responsibilities: The Broker agrees to:

   • Promote and sell the Products to potential customers within the Territory.

   • Act with due diligence and professionalism in all dealings.

   • Adhere to all applicable laws and ethical standards.

3. Exclusions: The Broker shall not have authority to:

   • Bind the Principal to any agreement without prior written approval.

   • Make modifications to the Products or warranties.

III. COMPENSATION

1. Commission: The Principal shall pay the Broker a commission of 10% of the gross revenue from sales directly generated by the Broker.

2. Payment Terms: Commissions shall be calculated and paid within 30 days after the Principal receives payment from the customer.

3. No Other Benefits: The Broker is not entitled to any benefits provided to employees of the Principal.

IV. TERM AND TERMINATION

1. Term: This Agreement shall commence on the Effective Date and continue for a period of 1 year, unless earlier terminated as provided herein.

2. Termination:

   • Either party may terminate this Agreement with 30 days' written notice.

   • Immediate termination may occur for breach of this Agreement, fraud, or misconduct by either party.

3. Effect of Termination: Upon termination, the Broker shall:

   • Cease representing the Principal.

   • Return all property and confidential information belonging to the Principal.

V. CONFIDENTIALITY

1. Definition: "Confidential Information" means any non-public information disclosed by the Principal to the Broker.

2. Obligations: The Broker shall:

   • Use Confidential Information solely for purposes of this Agreement.

   • Not disclose Confidential Information to third parties without prior written consent.

3. Exceptions: Confidential Information does not include information that is:

   • Publicly available through no fault of the Broker.

   • Rightfully obtained from a third party without restriction.

VI. REPRESENTATIONS AND WARRANTIES

1. By the Principal: The Principal represents that it has the authority to enter into this Agreement and that its Products comply with all applicable laws.

2. By the Broker: The Broker represents that it has the skills and capacity to perform the services outlined in this Agreement.

VII. INDEMNIFICATION

1. Indemnification by Broker: The Broker agrees to indemnify and hold harmless the Principal against any claims, damages, or liabilities arising from the Broker's actions under this Agreement.

2. Indemnification by Principal: The Principal agrees to indemnify and hold harmless the Broker against any claims, damages, or liabilities arising from the Products or materials provided by the Principal.

VIII. GENERAL PROVISIONS

1. Governing Law: This Agreement shall be governed by the laws of California.

2. Entire Agreement: This Agreement constitutes the entire understanding between the parties and supersedes all prior agreements.

3. Amendments: Any amendments to this Agreement must be in writing and signed by both parties.

4. Notices: Notices under this Agreement shall be sent to the parties at their addresses specified above, or to such other addresses as designated in writing.

5. Severability: If any provision of this Agreement is held to be invalid, the remaining provisions shall remain in full force and effect.

6. Assignment: This Agreement may not be assigned by either party without the prior written consent of the other party.

IX. SIGNATURES

IN WITNESS WHEREOF, the parties have executed this Agreement as of the Effective Date.

[YOUR NAME]
[YOUR COMPANY NAME]
Date: December 14, 2062

Malvina Jones
Independent Sales Broker
Date: December 14, 2062

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