國際代理店契約의 “Commission Clause”의 고찰 - ICC Model Contract(Pub.496)를 중심으로 -

A Study on the “Commission Clause” in International Agency Agreement

The most critical clause for both parties in International Agency Agreement is “Commission Clause”. As the commission is calculated by applying the percentage stipulated in the Agreement to the Basic Amount, It is crucial for the parties to decide the Basic Amount first. and than the percentage. In addition, both parties should agreed on the cases where the reduced commission may be contemplated and the commission may cover all the agent's expenditure. Next, regarding the time at which the right to commission is earned, there are four alternatives; when the sales is concluded, when the order is placed, when the order is carried out (or when the delivery is made) or when the payment is made. Among them, both parties should choose one clearly. Beside. in terms of commission both parties should concerned with and make clear about effects of performance of contract after termination of contract and of repeat order. And they should also care about the commission rate in case of direct transaction between the principal and customer under exclusive contract. about adjustment of commission rate under del credere term and about the payment of commission when the non-performance of contract is due to the principal. All these problems shall be dependent upon the governing law unless otherwise agreed in the agreement. Thus as uniform international convention for international agency agreement has not effective. both parties should lay down concretely all these critical points in the agreement or try to choose the ICC Model Contract as their model contracts.