Can this agreement be e‑signed?

Yes. Electronic signatures satisfy ESIGN (15 U.S.C. ch. 96) and UETA where adopted, provided intent, consent, attribution, and record retention requirements are met.

Is notarization required?

Not normally required for commercial representative agreements; notarization may be used to establish authenticity but is not universally needed for enforceability.

Who should sign on behalf of a company?

An authorized officer or person with express signing authority should sign. Verify authority in corporate records to avoid later challenges.

How are commissions handled after termination?

Specify post‑termination commission rules in the agreement — whether commissions survive for orders pending at termination or for backlog shipments.

Do I need a BAA for healthcare sales?

If the rep will access protected health information, include a HIPAA Business Associate Agreement and ensure the eSignature platform supports HIPAA compliance.

How long should I retain the signed contract?

Keep executed agreements at least three years after filing for tax purposes, and up to six or seven years depending on warranty, liability, or state rules.

Electronic Signature
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Manufacturer Representative Agreement

Manufacturer Representative Agreement

This template is fully customizable. Edit the text, fill out the fields, and send it for signature. Give it a try!

What a Manufacturer Representative Agreement Is and when it’s used

A Manufacturer Representative Agreement is a contract that appoints an individual or firm to market, solicit orders for, or sell a manufacturer's products within a defined territory or customer segment. The agreement typically spells out the representative’s duties, exclusive or non‑exclusive territory, compensation structure (commissions or fees), term and termination rights, intellectual property permissions, confidentiality, and post‑termination obligations. It is a commercial services agreement used by manufacturers, distributors, and independent sales agents to set performance expectations, protect trade secrets, and allocate legal risk between the parties.

Why this agreement matters to manufacturers and reps

A clear Manufacturer Representative Agreement reduces disputes by documenting authority, compensation, and territory. It preserves intellectual property, supports tax and compliance records, and defines termination and post‑termination obligations to limit business disruption.

Who typically enters this agreement

Use the agreement when appointing a rep, changing compensation or territory, or establishing a formal agency relationship to ensure consistent expectations and enforceability.

Independent sales representatives working on commission for manufacturers in regional or vertical markets.
Manufacturer sales managers and channel partners appointing third‑party agents to expand distribution.
Legal counsel or contract managers who review commission schedules, IP clauses, and termination rights.

Typical signer roles

Manufacturer Principal

Corporate representative (VP Sales or Contracts Manager) who warrants authority to appoint agents, sets product pricing and brand rules, and is responsible for compliance with export, safety, and labeling laws.

Manufacturing Rep

Individual or agency owner who accepts appointment, agrees to commission terms, represents the manufacturer's brand in the field, and must maintain records of sales, leads, and customer communications as required by the agreement.

Essential sections to include in a professional agreement

A complete Manufacturer Representative Agreement should be structured so responsibilities, compensation, duration, and legal protections are explicit and enforceable across jurisdictions.

Appointment

Define whether the appointment is exclusive or non‑exclusive, specify geographic territory and customer categories, and list any product lines or SKUs covered by the rep.

Duties and Performance

Detail sales responsibilities, reporting cadence, minimum activity or quota expectations, marketing obligations, and any training or certification requirements the rep must meet.

Compensation

State commission rates, payment timing, calculation basis (net invoice or gross), chargebacks, and how returned goods or credits affect commissions.

Term and Termination

Specify start date, renewal mechanics, notice periods, cause vs. convenience termination rights, and post‑termination commission treatment for existing orders.

Confidentiality & IP

Include non‑disclosure obligations, restrictions on using trademarks, ownership of leads and customer data, and any license grants for marketing materials.

Compliance & Indemnity

Address export controls, anti‑bribery rules, product warranties, insurance requirements, limiting and shifting liability, and indemnification procedures.

Step-by-step: how to complete and execute the agreement

Follow these practical steps to prepare, review, and finalize the Manufacturer Representative Agreement with minimal errors.

01

Draft core terms: Populate parties, territory, duties, term, and compensation.
02

Review compliance: Check export, tax, and industry rules that affect sales authority.
03

Negotiate changes: Document agreed edits and update the master version.
04

Execute signatures: Collect authorized signatures and maintain a signed copy for records.

Typical routing and delivery workflow

A standard execution flow ensures visibility, auditability, and timely payment setup once the agreement is signed.

Prepare document: Create the final PDF or DOCX and add required fields.
Assign signers: List authorized signatories and their signing order.
Send for signature: Use email or secure signing link for eSignature collection.
Store executed copy: Save signed document and certificate of completion.

Online configuration for digital completion

When using an eSignature platform, configure authentication, fields, and notifications to match the agreement's legal needs.

Field	Configuration
Signature Fields	Assign one signature and date field per signer
Authentication	Email link or SMS code for signer identity
Order	Set signing order if approvals required
Audit Trail	Enable IP, timestamp, and completion certificate

Technology considerations for eSigning and storage

Preserve a complete audit trail (IP, timestamps, and signer attribution) and retain executed copies per company policy and legal retention rules to support audits or disputes.

File formats: PDF and DOCX are preferred
Authentication: Email, SMS, or multi‑factor as needed
Integrations: Connect to CRM or document storage

Common preparation mistakes to avoid

Leaving the territory vaguely defined, which leads to overlap and commission disputes between reps.
Failing to specify commission base and chargeback rules, causing retroactive payment disagreements on returns.
Using ambiguous termination language or missing notice periods, which prolongs disputes and obligations.
Neglecting compliance checks for export controls, local licensing, or industry‑specific regulations before appointing reps.

Risks and consequences of an incorrect or incomplete agreement

Invalid authority: Rep lacks legal power to bind manufacturer

Unpaid commissions: Disputes over pay can lead to litigation

Regulatory fines: Export or trade violations may trigger penalties

Intellectual property loss: Weak IP clauses risk leak or misuse

Contract unenforceability: Improper signatures or missing consent

Reputational damage: Confidentiality breaches harm brand trust

Comparing typical eSignature vendors for Manufacturer Representative Agreements

This table summarizes common pricing and feature distinctions among signNow and other widely used eSignature vendors to help choose a compliant execution platform.

	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	Yes, trial	Yes, trial	Yes, trial	Yes, trial
Bulk Send	Yes (Premium)	Yes	Yes	Yes	No
Audit Trail	Yes	Yes	Yes	Yes	Yes
HIPAA Compliant	Yes (BAA required)	Yes (BAA available)	Yes (BAA available)	No	No

Frequently asked questions about Manufacturer Representative Agreements

Answers to common execution, enforceability, and digital signing questions to help avoid delays and legal issues.

Need help? Contact support

Can this agreement be e‑signed?
Yes. Electronic signatures satisfy ESIGN (15 U.S.C. ch. 96) and UETA where adopted, provided intent, consent, attribution, and record retention requirements are met.
Is notarization required?
Not normally required for commercial representative agreements; notarization may be used to establish authenticity but is not universally needed for enforceability.
Who should sign on behalf of a company?
An authorized officer or person with express signing authority should sign. Verify authority in corporate records to avoid later challenges.
How are commissions handled after termination?
Specify post‑termination commission rules in the agreement — whether commissions survive for orders pending at termination or for backlog shipments.
Do I need a BAA for healthcare sales?
If the rep will access protected health information, include a HIPAA Business Associate Agreement and ensure the eSignature platform supports HIPAA compliance.
How long should I retain the signed contract?
Keep executed agreements at least three years after filing for tax purposes, and up to six or seven years depending on warranty, liability, or state rules.

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