Questions to ask When Evaluating the Agent’s Contract

• Is the agent’s territory well defined?
• Are products covered well defined?
• Are fees contingent on "contract award" or "sales"?
  • Does "contract award" include funding and orders?
  • Are "sales" defined to include receipt of payment?
• Will payment be made:
  • In the name of the business entity with which you are contracting?
  • In the country in which the services are being provided?
  • To the established business address of the agent set forth in the contract?
  • Directly into an in-country account in the agent’s business name?
• Is there a:
  • Disclaimer of any undisclosed principals?
  • Prohibition against fee splitting?
  • Representation with respect to FCPA compliance?
  • Warranty of compliance with all U.S. laws and regulations?
  • Requirement to file periodic reports of activities?
  • Requirement to report on contacts made on your behalf?
• Do the fees appear reasonable:
  • Comparable to similar industry arrangements?
  • In comparison to activities and risks
  • Limited to amounts permitted under, or satisfy the conditions of, FMS or FMF agreements?