The actionable material is below - highlighted in green - and is real legal language that I have used - and am currently using - in business transactions.
This is actionable material for anyone hiring sales reps, bringing in help for operational or technical work, signing with new strategic partners or clients, etc.
Of course, I am not an attorney.
However, my attorneys review all of my agreements, and the exact wording in these agreements has been used to consummate transactions that led to payment.
In other words, this stuff has worked for me in the past. Use at your own risk (you're welcome, I've saved you hundreds - if not thousands - of dollars in legal fees to have one of these drafted on your own).
I wanted to create a new type of sales thread. A thread without references to Jordan Belfort, Boiler Room, Wall Street, or any of the other stylized Hollwood depictions of real-life superheros.
Some of the lunacy in sales advice these days borders on zealotry. The “sales” section at the book store is often the most daunting.
Where would you begin, if you wanted to research the right “way” to sell?
Obviously, this has left at least a few of us bewildered... so confused, in fact, that I recently recall seeing a thread created asking about a way to “practice” sales.
Since my only response to said thread would have been - “ROFL LMFAO WTF” - I chose to remain silent.
Also, @Vigilante has already answered this question, and did so a long time ago.
The best way to practice selling is by selling.
If you're smart and good enough, you can be a “free agent.” This means that YOU choose which company you partner with. YOU negotiate your percentage of the “NET PROFITS” (don't let them tempt you with taking a piece of the “top line” or “revenue”), and you should take no less than 20% - and as much as 90% - of the net profits generated by your efforts, depending on what you're doing, the uniqueness of your skills, and – most importantly – your overall ability to bring in revenue and profit.
Plenty of guys have made millions doing this, especially the sellers of high-value ticket items (Wall Street stuff, anything involving commercial real estate, finance, construction, development, etc).
To do business, you need agreements. Simple as that.
Agreements cost money. Simple as that.
I have a collection agreements – with non-disclosure, non-circumvention, non-compete etc language – that cost me thousands of dollars for my law firm to write it up.
Below is an excerpt that I hope will help some members.
This is for the potential "free agents" out there, the ones with "potential." The ones who can "sell anything," and just need a little direction.
If you're taking any kind of real action, you are either solidifying “something to sell” (something that offers value to residential consumers or commercial clients), or you are already attempting to sell that solution in the marketplace.
If you're smart, you're selling a "high value" item, which means you are doing b2b sales.
If you're in the right industry, you should be able to hunt clients with six, seven, eight, or even nine-figure annual spend.
Commissions in such businesses are proportionate to the size of the transaction.
Want to make $5,000,000 on a deal? Do $5,000,000 deal type stuff. Hedge funds. Commercial real estate.
To build the right strategic partnerships – for business development, for technical and operational support, and other essentials – you'll need the right agreement language.
You will need agreements A) to keep your a$$ covered, when it is time to GET PAID and B) to not look like a clown that isn't really doing business, because only a clown attempts to do business without agreements.
The language below covers “non-circumvent,” which is the clause that keeps your new strategic partner from going around you, cutting you out of the picture with your own contacts, and doing business with your contacts behind your back (without property compensating you). You may or may not recognize the importance of this clause. Yet, if you hold anything of real value – and are bringing this to the tablekeeping it probably lends you negotiating power. It would be wise to protect that asset, whether it is a piece of technology, software, or specific individual(s).
The rest of the clauses essentially deal with mutual protections on both sides.
Rights and Confidential Information; Non-Circumvention.
A. Nothing contained herein shall give either Party any ownership rights in or to, or license to use any materials, trademarks, or information of the other Party. Further, unless specifically set forth in writing, neither Party grants the other any right, title, or interest in or to any software, scripts, customizations, integrations, or other work product produced during the course of performance of this Agreement.
B. “Confidential Information” means all business and technical information of either Party whether disclosed in writing, orally, or in any other form, tangible or intangible, including but not limited to: (i) information concerning inventions, discoveries, concepts, brainstorming, ideas, techniques, processes, designs, specifications, drawings, diagrams, models, samples, flow charts, computer programs, algorithms, data, finances and financial plans, customer lists, business plans, contracts, marketing plans, production plans, distribution plans, system implementation plans, scripts, business concepts, supplier information, business procedures, business processes, business operations, all know-how and intellectual property, and any and all materials related thereto; and (ii) any information or materials that either Party obtains from any third party that the obtaining Party treats as proprietary or designates as Confidential, whether or not owned by the obtaining Party.
C. Both Parties agree that the following information shall not be considered Confidential if it: (i) is already known by the receiving Party prior to signing this Agreement; (ii) is or becomes publicly known through no wrongful act of the receiving Party; or (iii) is rightfully received by the receiving Party from a third party without restriction and without breach of this Agreement.
D. The Parties agree not to disclose, reveal, or otherwise release any Confidential Information obtained, developed, or disclosed in the performance this Agreement, whether oral or written, to any third party, or directly or indirectly use such Confidential Information, other than in performance of this Agreement, except as previously authorized in writing by the other Party.
E. Company and Agency will be providing information and/or lead opportunities relating to their confidential customer base for purposes of providing material and service(s) on behalf of Company. Agency may be in the business of providing the same or similar product(s) and service(s) as Company; as such, Agency and Company agree to remain in the roles in which they are initially introduced with each client contact.
Company, Agency, and appointed agents shall remain the primary contact and facilitator between Agency and Company’s customer(s). Company shall not discuss product(s), product alternative(s), or pricing directly or indirectly with customer(s) generated or solicited by Agency unless directed by Agency. It is furthermore agreed to that all billing and invoicing for the product(s)/service(s) will be prepared by Company as the vendor and distributed by Company or with Company approval. Company shall bill clients directly for time and materials unless otherwise agreed to in writing. Company shall honor its price quotes for Products that it has provided to Agency for thirty (30) calendar days.
In the event a customer that Agency solicited or generated directly contacts the Company or its affiliates for a current or future project, the Company shall refer the customer to the Agency, and Agency shall make all communications with said customer. Both Company and Agency shall make no attempts to solicit business from existing, generated, and solicited customers of the other Party. The monthly reports generated shall include a comprehensive list that will reflect the Parties’ existing, solicited, and generated customers for the purposes of determining the Parties’ customers. Furthermore, Company agrees not to sell directly to representatives of Agency without express written permission of Agency.
Company shall not solicit Agency’s employees or its representatives, including its Agents. For a period of two years from the date of a former employee’s or Agent’s termination, Company is prohibited from hiring and soliciting Agency’s former employee(s). Company shall be prohibited from soliciting or utilizing for a period of two years after termination of this Agreement any of Agency’s industry contacts, including but not limited to: (1) financiers; (2) wholesalers; (3) vendors; (4) suppliers; (5) contractors; and (6) sub-contractors.
7. Auditing.Agent shall possess the right to audit Company’s financial records that are relevant to this Agreement one (1) time a fiscal calendar year. If Agent elects to utilize this right, it must notify the Company as such, and the Company shall provide Agent access not more than fifteen (15) calendar days after receipt of the written notice. Company shall also provide Agent a monthly report on the first of each month that shall contain a list of Clients that it has procured agreements with as a result of Agent’s solicitation and introduction efforts under this Agreement.
Company shall possess the right to audit Agent’s records that are relevant to this Agreement one (1) time a fiscal calendar year. If Company elects to utilize this right, it must notify Agent as such, and Agent shall provide Company access not more than fifteen (15) calendar days after receipt of the written notice. Agent shall also provide Company a monthly report on the first of the month that shall contain a list of potential Clients it has solicited on the behalf of the Company.
8. Expenses. Each Party shall bear their own expenses that are incurred by them during the term of this Agreement. Accordingly, the Company shall not be responsible for any costs or expenses of Agent whatsoever, nor shall Agent be responsible for any costs or expenses of the Company.
9. Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the Parties hereto, and their respective heirs, representatives, successors, and assigns, but shall not be assignable by any Party hereto without prior written consent.
10. Amendments and Waiver. No amendment or modification hereto or waiver of the terms hereof shall be valid unless in writing executed by each of the Parties. No waiver of any term, provision, or condition of this Agreement, in any one or more instances, shall be deemed to be or construed as a further waiver of any such term, provision, or condition or as a waiver of any other term, provision, or condition.
11. Entire Agreement. This Agreement contains all of the agreements of the Parties hereto with respect to any matter covered or mentioned in this Agreement, and no prior agreements or understandings pertaining to any such matters shall be effective for any purpose. No provisions of this Agreement may be amended or added to except by a subsequent agreement in writing signed by the Parties or their respective successors in interest. This Agreement shall not be effective with respect to, or binding on any Party until fully executed by both Parties hereto.
I'll update this thread periodically with new language, for specific contexts.
An example for the future is the "non-disclosure" part of the agreement. That's the part that keeps both sides from talking to anyone outside of the deal about the deal. AKA the "loose lips sink ships" clause.
This is actionable material for anyone hiring sales reps, bringing in help for operational or technical work, signing with new strategic partners or clients, etc.
Of course, I am not an attorney.
However, my attorneys review all of my agreements, and the exact wording in these agreements has been used to consummate transactions that led to payment.
In other words, this stuff has worked for me in the past. Use at your own risk (you're welcome, I've saved you hundreds - if not thousands - of dollars in legal fees to have one of these drafted on your own).
I wanted to create a new type of sales thread. A thread without references to Jordan Belfort, Boiler Room, Wall Street, or any of the other stylized Hollwood depictions of real-life superheros.
Some of the lunacy in sales advice these days borders on zealotry. The “sales” section at the book store is often the most daunting.
Where would you begin, if you wanted to research the right “way” to sell?
Obviously, this has left at least a few of us bewildered... so confused, in fact, that I recently recall seeing a thread created asking about a way to “practice” sales.
Since my only response to said thread would have been - “ROFL LMFAO WTF” - I chose to remain silent.
Also, @Vigilante has already answered this question, and did so a long time ago.
The best way to practice selling is by selling.
If you're smart and good enough, you can be a “free agent.” This means that YOU choose which company you partner with. YOU negotiate your percentage of the “NET PROFITS” (don't let them tempt you with taking a piece of the “top line” or “revenue”), and you should take no less than 20% - and as much as 90% - of the net profits generated by your efforts, depending on what you're doing, the uniqueness of your skills, and – most importantly – your overall ability to bring in revenue and profit.
Plenty of guys have made millions doing this, especially the sellers of high-value ticket items (Wall Street stuff, anything involving commercial real estate, finance, construction, development, etc).
To do business, you need agreements. Simple as that.
Agreements cost money. Simple as that.
I have a collection agreements – with non-disclosure, non-circumvention, non-compete etc language – that cost me thousands of dollars for my law firm to write it up.
Below is an excerpt that I hope will help some members.
This is for the potential "free agents" out there, the ones with "potential." The ones who can "sell anything," and just need a little direction.
If you're taking any kind of real action, you are either solidifying “something to sell” (something that offers value to residential consumers or commercial clients), or you are already attempting to sell that solution in the marketplace.
If you're smart, you're selling a "high value" item, which means you are doing b2b sales.
If you're in the right industry, you should be able to hunt clients with six, seven, eight, or even nine-figure annual spend.
Commissions in such businesses are proportionate to the size of the transaction.
Want to make $5,000,000 on a deal? Do $5,000,000 deal type stuff. Hedge funds. Commercial real estate.
To build the right strategic partnerships – for business development, for technical and operational support, and other essentials – you'll need the right agreement language.
You will need agreements A) to keep your a$$ covered, when it is time to GET PAID and B) to not look like a clown that isn't really doing business, because only a clown attempts to do business without agreements.
The language below covers “non-circumvent,” which is the clause that keeps your new strategic partner from going around you, cutting you out of the picture with your own contacts, and doing business with your contacts behind your back (without property compensating you). You may or may not recognize the importance of this clause. Yet, if you hold anything of real value – and are bringing this to the tablekeeping it probably lends you negotiating power. It would be wise to protect that asset, whether it is a piece of technology, software, or specific individual(s).
The rest of the clauses essentially deal with mutual protections on both sides.
Rights and Confidential Information; Non-Circumvention.
A. Nothing contained herein shall give either Party any ownership rights in or to, or license to use any materials, trademarks, or information of the other Party. Further, unless specifically set forth in writing, neither Party grants the other any right, title, or interest in or to any software, scripts, customizations, integrations, or other work product produced during the course of performance of this Agreement.
B. “Confidential Information” means all business and technical information of either Party whether disclosed in writing, orally, or in any other form, tangible or intangible, including but not limited to: (i) information concerning inventions, discoveries, concepts, brainstorming, ideas, techniques, processes, designs, specifications, drawings, diagrams, models, samples, flow charts, computer programs, algorithms, data, finances and financial plans, customer lists, business plans, contracts, marketing plans, production plans, distribution plans, system implementation plans, scripts, business concepts, supplier information, business procedures, business processes, business operations, all know-how and intellectual property, and any and all materials related thereto; and (ii) any information or materials that either Party obtains from any third party that the obtaining Party treats as proprietary or designates as Confidential, whether or not owned by the obtaining Party.
C. Both Parties agree that the following information shall not be considered Confidential if it: (i) is already known by the receiving Party prior to signing this Agreement; (ii) is or becomes publicly known through no wrongful act of the receiving Party; or (iii) is rightfully received by the receiving Party from a third party without restriction and without breach of this Agreement.
D. The Parties agree not to disclose, reveal, or otherwise release any Confidential Information obtained, developed, or disclosed in the performance this Agreement, whether oral or written, to any third party, or directly or indirectly use such Confidential Information, other than in performance of this Agreement, except as previously authorized in writing by the other Party.
E. Company and Agency will be providing information and/or lead opportunities relating to their confidential customer base for purposes of providing material and service(s) on behalf of Company. Agency may be in the business of providing the same or similar product(s) and service(s) as Company; as such, Agency and Company agree to remain in the roles in which they are initially introduced with each client contact.
Company, Agency, and appointed agents shall remain the primary contact and facilitator between Agency and Company’s customer(s). Company shall not discuss product(s), product alternative(s), or pricing directly or indirectly with customer(s) generated or solicited by Agency unless directed by Agency. It is furthermore agreed to that all billing and invoicing for the product(s)/service(s) will be prepared by Company as the vendor and distributed by Company or with Company approval. Company shall bill clients directly for time and materials unless otherwise agreed to in writing. Company shall honor its price quotes for Products that it has provided to Agency for thirty (30) calendar days.
In the event a customer that Agency solicited or generated directly contacts the Company or its affiliates for a current or future project, the Company shall refer the customer to the Agency, and Agency shall make all communications with said customer. Both Company and Agency shall make no attempts to solicit business from existing, generated, and solicited customers of the other Party. The monthly reports generated shall include a comprehensive list that will reflect the Parties’ existing, solicited, and generated customers for the purposes of determining the Parties’ customers. Furthermore, Company agrees not to sell directly to representatives of Agency without express written permission of Agency.
Company shall not solicit Agency’s employees or its representatives, including its Agents. For a period of two years from the date of a former employee’s or Agent’s termination, Company is prohibited from hiring and soliciting Agency’s former employee(s). Company shall be prohibited from soliciting or utilizing for a period of two years after termination of this Agreement any of Agency’s industry contacts, including but not limited to: (1) financiers; (2) wholesalers; (3) vendors; (4) suppliers; (5) contractors; and (6) sub-contractors.
7. Auditing.Agent shall possess the right to audit Company’s financial records that are relevant to this Agreement one (1) time a fiscal calendar year. If Agent elects to utilize this right, it must notify the Company as such, and the Company shall provide Agent access not more than fifteen (15) calendar days after receipt of the written notice. Company shall also provide Agent a monthly report on the first of each month that shall contain a list of Clients that it has procured agreements with as a result of Agent’s solicitation and introduction efforts under this Agreement.
Company shall possess the right to audit Agent’s records that are relevant to this Agreement one (1) time a fiscal calendar year. If Company elects to utilize this right, it must notify Agent as such, and Agent shall provide Company access not more than fifteen (15) calendar days after receipt of the written notice. Agent shall also provide Company a monthly report on the first of the month that shall contain a list of potential Clients it has solicited on the behalf of the Company.
8. Expenses. Each Party shall bear their own expenses that are incurred by them during the term of this Agreement. Accordingly, the Company shall not be responsible for any costs or expenses of Agent whatsoever, nor shall Agent be responsible for any costs or expenses of the Company.
9. Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the Parties hereto, and their respective heirs, representatives, successors, and assigns, but shall not be assignable by any Party hereto without prior written consent.
10. Amendments and Waiver. No amendment or modification hereto or waiver of the terms hereof shall be valid unless in writing executed by each of the Parties. No waiver of any term, provision, or condition of this Agreement, in any one or more instances, shall be deemed to be or construed as a further waiver of any such term, provision, or condition or as a waiver of any other term, provision, or condition.
11. Entire Agreement. This Agreement contains all of the agreements of the Parties hereto with respect to any matter covered or mentioned in this Agreement, and no prior agreements or understandings pertaining to any such matters shall be effective for any purpose. No provisions of this Agreement may be amended or added to except by a subsequent agreement in writing signed by the Parties or their respective successors in interest. This Agreement shall not be effective with respect to, or binding on any Party until fully executed by both Parties hereto.
- Indemnification. Agent agrees to indemnify, defend, and hold harmless Company, and its affiliates, directors/governors, officers, members, employees, and agents, from and against any and all liability, claims, losses, damages, injuries, or expenses (including reasonable attorneys’ fees) incurred as a result of a claim or action brought by a third party, and arising out of the actions of the Agent that is related to this Agreement.
I'll update this thread periodically with new language, for specific contexts.
An example for the future is the "non-disclosure" part of the agreement. That's the part that keeps both sides from talking to anyone outside of the deal about the deal. AKA the "loose lips sink ships" clause.
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