An important feature of agency contracts is also the right to a customer tax (in practice called “goodwill fees”) that the sales agent may have at the end of the agency contract. According to section 7:442 of Book 7 of the Dutch Civil Code, a sales agent is entitled to a customer fee at the end of the agency contract if the agency contract is terminated: a final, but certainly not insignificant, aspect of the agency contract is the question of what right applies to the relationship between the representative and the client. The main rule is that the agency contract is governed by applicable law in the country where the agent is established or established. In the agency contract, the parties can agree that the contract is governed by another legal system. This advertising agency Services Agreement is comprehensive and suitable for use by any advertising agency, regardless of the size of the company, and regardless of the nature and size of the projects they carry out for customers. These legal provisions must be taken into account when setting up and terminating agency contracts. Another important judgment, which emphasizes the importance of the applicable law, is the so-called UNAMAR decision. The result of this decision is that a Dutch client, who appoints a Belgian representative and makes a legal choice in favour of Dutch law, is not obliged to subject the client to the wider protection of the agent under Belgian law, unless the Belgian court decides that strengthening the protection of the Belgian representative serves a fundamental national interest. According to the European Court of Justice, this last point is not easily plausible. The main rule, therefore, is that the agency contract is, in principle, exclusively governed by the law provided for by the treaty.
To avoid misunderstandings, it is of the utmost importance to include the applicable law in the treaty as clearly as possible, in order to avoid disputes about it and to tell you where you stand. If the parties have not agreed on notice in the agency contract, the specific termination provisions covered by Article 7:437 of the Dutch Civil Code apply, i.e. at least 4 months, plus one month after 3 years or more and 2 months after 6 years or more. This agreement is intended to be used when customers are not “consumers” under the Consumer Rights Act 2015. A customer is not a consumer when it is a commercial business or if it is a charity, a public organization, a club or any other type of organization that uses the Agency`s services for the purpose of the client`s activity or organization. The Company and the Agent want to enter into an agreement under which the agent will market and sell the product on the terms and conditions. Ensure that the service agreement contains a detailed breakdown of the Agency`s costs. Service agencies can charge a lump sum or use a performance-based schedule to determine their rates. If the royalties are related to the Agency`s performance, the agreement should list the method of performance verification and royalty calculation.