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Business Development Executive Agreement

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BUSINESS DEVELOPMENT EXECUTIVE AGREEMENT

THIS AGREEMENT made and entered into on the date last written below, by and between (hereinafter "Employer"), and , an independent contractor (hereinafter "Contractor");

WHEREAS, the Employer desires to retain the services of Contractor, and Contractor desires to render services to the Employer, upon the terms and conditions hereinafter stated:

NOW, THEREFORE, the parties hereto, intending to be legally bound hereby, do hereby promise and agree as follows:

SECTION 1 – SCOPE OF DUTIES TO BE PROVIDED

1.1   Term. Employer agrees to hire Contractor, at will, for a term commencing on , 20 and continuing until terminated in accordance with Section 4 of this agreement.

1.2   Duties. Contractor agrees to perform work for the Employer on the terms and conditions set forth in this agreement and agrees to devote all necessary time and attention (reasonable periods of illness excepted) to the performance of the duties specified in this agreement. Contractor's duties shall include the following:

Contractor further agrees that in all aspects of such work, Contractor shall comply with the policies, standards, regulations of the Employer from time to time established, and shall perform the duties assigned faithfully, intelligently, to the best of his/her/their ability, and in the best interest of the Employer.

SECTION 2 – CONFIDENTIALITY

2.1   Confidentiality. Contractor acknowledges and agrees that all financial and accounting records, lists of property owned by Employer, including amounts paid therefore, client and customer lists, and other Employer data and information related to its business (hereinafter collectively "Confidential Information") are valuable assets of the Employer.

Except for disclosures required to be made to advance the business of the Employer and information which is a matter of public record, Contractor shall not, during the term of this Agreement or after the termination of this Agreement, disclose any Confidential Information to any person or use any Confidential Information for the benefit of Contractor or any other person, except with the prior written consent of the Employer.

Employer understands that certain Confidential Information may be required to be disclosed to certain individuals:

2.2   Return of Documents. Contractor acknowledges and agrees that all originals and copies of records, reports, documents, lists, plans, memoranda, notes and other documentation related to the business of the Employer or containing any Confidential Information shall be the sole and exclusive property of the Employer, and shall be returned to the Employer upon the termination of this Agreement or upon the written request of the Employer.

2.4   No Release. Contractor agrees that the termination of this Agreement shall not release Contractor from any obligations under Section 2.1 or 2.2.

SECTION 3 – COMPENSATION

3.1   Compensation. In consideration of all services to be rendered by Contractor to the Employer, the Employer shall pay to said the amount of $ per hour week bi-weekly month year other .

3.2   Withholding; Other Benefits. Compensation paid pursuant to this Agreement shall not be subject to the customary withholding of income taxes and other employment taxes. Contractor shall be solely responsible for reporting and paying any such taxes. The Employer shall not provide Contractor with any coverage or participation in the Employer's accident and health insurance, life insurance, disability income insurance, medical expense reimbursement, wage continuation plans, or other fringe benefits provided to regular employees.

SECTION 4 - TERMINATION

4.1   Termination at Will. This Agreement may be terminated by the Employer immediately, at will, and in the sole discretion of Employer. Contractor may terminate this Agreement upon days written notice to Employer. This Agreement also may be terminated at any time upon the mutual written agreement of the Employer and Contractor.

SECTION 5 - INDEPENDENT CONTRACTOR STATUS

5.1 Contractor acknowledges that he/she is an independent contractor and is not an agent, partner, joint venturer nor employee of Employer. Contractor shall have no authority to bind or otherwise obligate Employer in any manner beyond the terms of this Agreement, nor shall Contractor represent to anyone that it has a right to do so. Contractor further agrees that in the event that the Employer suffers any loss or damage as a result of a violation of this provision Contractor shall indemnify and hold harmless the Employer from any such loss or damage.

5.2   Assignment. The Contractor shall not assign any of his/her rights under this agreement, or delegate the performance of any of his/her duties hereunder, without the prior written consent of the Employer.

SECTION 6 - REPRESENTATIONS AND WARRANTIES OF CONTRACTOR

6.1 Contractor represents and warrants to the Employer that there is no employment contract or other contractual obligation to which Contractor is subject, which prevents Contractor from entering into this Agreement or from performing fully Contractor's duties under this Agreement.

6.2 Contractor represents that he/she is licensed by the appropriate licensing agency for the profession and that he/she is in good standing with such agency.

SECTION 7 - MISCELLANEOUS PROVISIONS

7.1 The provisions of this Agreement shall be binding upon and inure to the benefit of the heirs, personal representatives, successors and assigns of the parties. Any provision hereof which imposes upon Contractor or Employer an obligation after termination or expiration of this Agreement shall survive termination or expiration hereof and be binding upon Contractor or Employer.

7.2 No waiver of any provision of this Agreement shall be deemed, or shall constitute, a waiver of any other provision, whether or not similar, nor shall any waiver constitute a continuing waiver. No waiver shall be binding unless executed in writing by the party making the waiver.

7.3 This Agreement shall be governed by and shall be construed in accordance with the laws of the State of .

7.4 This Agreement constitutes the entire agreement between the parties pertaining to its subject matter and supersedes all prior contemporaneous agreements, representations and understandings of the parties. No supplement, modification or amendment of this Agreement shall be binding unless executed in writing by all parties.

7.5   Severability. If any provision of these policies and regulations or the application thereof to any person or circumstances is held invalid, such invalidity shall not affect other provisions or applications of these policies and regulations which can be given effect without the invalid provision or application, and to this end the provisions of these policies and regulations are severable. In lieu thereof, there shall be added a provision as similar in terms to such illegal, invalid and unenforceable provision as may be possible and be legal, valid and enforceable.

WITNESS OUR SIGNATURES, this the day of , 20 .

EMPLOYER

CONTRACTOR

Enter text✕

What the Business Development Executive Agreement Is

A Business Development Executive Agreement is a written contract that defines the relationship between a company and an individual or contractor hired to generate leads, close partnerships, or grow revenue. It specifies duties, performance targets, compensation (base, commission, or bonus), confidentiality and IP ownership, noncompete or non-solicitation restrictions when applicable, term and termination conditions, and dispute resolution. The agreement helps align expectations, reduce disputes, and document compensation triggers tied to deals or milestones while protecting proprietary sales processes and client lists.

Why a Clear Agreement Matters

A concise, well-drafted Business Development Executive Agreement clarifies responsibilities, compensation triggers, and timelines to reduce disputes and speed hiring and onboarding.

Why a Clear Agreement Matters

Who Typically Uses This Agreement

Companies and individuals use this agreement whenever a role focuses on sales, channel development, or strategic partnerships.

  • Small and mid-size businesses hiring external BD reps or commission-only agents.
  • Enterprises engaging senior business development executives with equity or bonus structures.
  • Recruiters and staffing firms placing revenue-generating contractors or consultants.

Use the agreement to document pay formulas, performance metrics, confidentiality protections, and post-termination restrictions tailored to the role and jurisdiction.

Core Clauses to Include in the Agreement

Include clauses that govern the working relationship, compensation mechanics, and legal protections so the agreement functions as an operational and enforcement tool.

Duties

Define sales activities, territories, target accounts, and reporting obligations in measurable terms to limit ambiguity.

Compensation

Specify base pay, commission formulas, thresholds, payout schedule, clawback rules, and how an earned commission is triggered.

Term & Termination

Set initial term, renewal terms, and termination for cause or convenience plus notice and cure periods.

IP & Ownership

Assign ownership of leads, proposals, and deliverables; clarify work-for-hire status and rights to sales collateral.

Confidentiality

Define confidential information, permitted disclosures, and duration of nondisclosure obligations.

Restrictive Covenants

If included, tailor non-solicit/noncompete scope and duration to state law to improve enforceability.

Step-by-Step: Completing and Executing the Agreement

Follow a consistent sequence to draft, review, sign, and store the executed agreement to ensure enforceability and clear records.

  • 01
    Draft: Populate parties, duties, pay formulas, and term; avoid ambiguous language.
  • 02
    Legal Review: Have counsel review restrictive covenants and state-specific enforceability issues.
  • 03
    Signatures: Collect signatures from authorized signers and witnesses or notary if required.
  • 04
    Archive: Store executed copies with audit trail and retention metadata for compliance.

Typical Online Workflow Settings

Configure the online signing workflow to match the agreement's signing order, authentication level, and retention requirements.

Field Configuration
Signing Order Sequential or parallel as required for approvals
Authentication Email link, SMS code, or KBA depending on sensitivity
Reminder Schedule Auto-reminders at configurable intervals
Retention Settings Set document retention and export to secure storage

How Digital Execution Typically Works

Digital signing follows a set of repeatable steps that preserve evidence of intent, attribution, and consent required under U.S. law.

  • Upload Document: Sender uploads final agreement to the platform
  • Place Fields: Add signature, date, and initial fields where needed
  • Add Signers: Enter signer emails or create signing links
  • Capture Audit: Platform records timestamps, IP, and actions

Digital Signing and Technical Requirements

Confirm the platform supports required authentication, storage, and integrations before eSigning confidential agreements.

  • Integrations: Salesforce, NetSuite, Google Workspace, Microsoft 365 integrations
  • File Formats: PDF, DOCX, HTML and Excel supported
  • Authentication: Email, SMS, KBA, or advanced 2FA options

Security, Compliance and Audit Essentials

In Transit: TLS 1.2/1.3 encryption
At Rest: AES-256 encryption
Certifications: SOC 2 Type II and ISO 27001
Regulatory: ESIGN and UETA compliance
Healthcare: HIPAA BAA available
FDA Records: 21 CFR Part 11 support

Key Legal Risks and Financial Consequences

Incorrect Tax Info: Missing or wrong TIN can trigger 24% backup withholding
Information Returns: 1099 late filing penalties can be $60–$330 per form (IRC §6721)
Intentional Disregard: Intentional disregard penalties are $660+ per form, no cap
I-9 Violations: I-9 paperwork fines range $281–$2,789 per violation
Unenforceable Covenants: Overbroad noncompetes risk invalidation in many states
Improper Storage: Loss of audit trail may impair enforceability

Common Preparation Mistakes to Avoid

  • Using vague commission language that fails to define gross vs. net revenue and allowable deductions, creating disputes over payout amounts.
  • Omitting termination and clawback language for commissions on deals not consummated or later reversed, leaving the company exposed to overpayment claims.
  • Failing to align governing law and forum selection with where work is performed, which can complicate enforcement and increase litigation costs.
  • Not collecting proper taxpayer identification or backup withholding documents (W-9), triggering IRS penalties and withholding obligations.

Timing, Deadlines, and Document Retention Triggers

Be aware of internal and external deadlines tied to tax reporting, employment records, and statutory retention obligations.

W-9 Provisioning:

Provide a W-9 upon payer request; no fixed federal filing deadline

1099-NEC Reporting:

Issue recipient copies and file with IRS by Jan 31 for nonemployee compensation

I-9 Retention:

Retain I-9s three years after hire or one year after termination, whichever is later

Income Tax Filings:

Form 1040 due April 15 (calendar-year taxpayers)

Audit Access:

Maintain accessible records for first two years when SEC or tax audits may require faster retrieval

Key Processing Milestones from Offer to First Commission

Track sequential milestones so payments and enforcement steps occur predictably once deal milestones are met.

01

Offer and Acceptance

Agreement signed and effective date established

02

Onboarding

System access, training, and territory assignments completed

03

First Sale Recognition

Revenue recognition triggers commission calculation and payout eligibility

04

Post-Term Review

Final accounting, clawbacks, and data handover executed

eSignature Pricing and Feature Comparison for Agreement Execution

Compare basic pricing and core features for executing Business Development Executive Agreements electronically; signNow is shown first for parity with standard vendor comparisons.

signNow DocuSign Adobe Sign PandaDoc HelloSign
Starting Price $8/user/mo $15/user/mo $14/user/mo $19/user/mo $15/user/mo
Free Trial 7-day free trial Varies by vendor Varies by vendor Varies by vendor Varies by vendor
Bulk Send Yes (Business Premium) Varies Varies Varies Varies
Audit Trail Yes Yes Yes Yes Yes
HIPAA Compliant Yes Yes Yes No No
Envelope Cap No cap 100 envelopes/user/year Varies Varies Varies

Real-world Examples of Using This Agreement

Two brief examples illustrate practical uses: one for a small firm and one for a property-focused business.

Optica Ventures (COO)

Optica needed a clear commission plan for remote BD reps to reduce misunderstandings.

  • They defined territory and measurable quota metrics.
  • As a result, internal disputes fell and reps could focus on pipeline growth rather than arguing over ambiguous payouts.

Martin Properties (Founder)

A real-estate firm used an executive agreement to assign leads and clarify commission on closed rentals.

  • The agreement included a signed referral list requirement.
  • This enabled remote execution and ensured timely payment processing with full documentation for audits and client records.

Frequently Asked Questions

Common questions about enforceability, signatures, notarization, and post-signature storage are summarized below to help resolve typical issues.


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