2024

INDEPENDENT SALES
AGENT

SALES AGENT AGREEMENT

BETWEEN

KASONDE LUPIYA

&

AGROVENTURE INVESTMENTS ZAMBIA

LTD
 ________________________________________________
AGENCY AGREEMENT
Made and entered into between
AGROVENTURE INVESTMENTS ZAMBIA LIMITED
(Hereinafter referred to as the “AGRO MALL”) With Company Registration Certificate No.
………………………., a company organized and existing under the laws of ZAMBIA,
with its offices located at:
PLOT No. 9814
METROPOLITAN BUILDINGS, KAFUE ROAD
LUSAKA ZAMBIA

And

KASONDE LUPIYA
(Hereinafter referred to as the “the Agent”) with the following particulars :
NRC No. ………………………….
House No……………………………………………………….
Mobile No…………………………………….
Email :……………………………………….

______________________________________

Whereas KASONDE LUPIYA is, a desirous of being engaged as a SALES AGENT

and will offer sales and marketing services.

Whereas AGRO MALL wishes that AGENT provide it with SALES & MARKETING
services.

Whereas AGENT agrees to provide or cause to be provided such services for AGRO
MALL, upon the terms and conditions hereinafter, set forth

NOW therefore, in consideration of the premises and mutual covenants and

agreements herein, and other good and valuable considerations, the receipt and
adequacy of which are acknowledged by each of the parties hereto; the parties
hereby agree as follows:
1. DEFINITIONS AND INTERPRETATIONS
1.1. In this agreement , unless the context clearly indicates to the contrary, the following
words shall have the meanings set out hereunder:

“Sales & Marketing Services” shall mean embarking on sales calls, distribution of Sales
flyers/brochures, Office calls on various buildings, pitching a sales lead, preparation and
presentation of marketing information pursuant to Section 3.1 hereof.

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 “Confidential information” shall mean all data and information in oral, written,
graphic, photographic, recorded or other form hereafter disclosed by one of the
parties (the “ Disclosing Party”) to the other party ( the “Recipient”) except for:

(i) information which at the time of disclosure is or thereafter becomes

public knowledge through no breach of this agreement
(ii) Information which is disclosed to Recipient by a third party legally
entitled to do so.
(iii) Information which is disclosed with the prior written approval of the
Disclosing Party or;
(iv) Information which the Recipient is required by any Zambian Law;
regulation; or legal process to disclose to any competent judicial or
Governmental authority.

1.2 This Agreement shall be governed by the following provisions:

1.2.1 The Parties acknowledge that each provision of this agreement was
negotiated in good faith, understood and for good and valuable
consideration, agreed to by them and that the agreement does not
constitute an adhesion contract on it.

1.2.2 Time shall be of the essence of this agreement and every part thereof.

1.2.3 This agreement shall be governed and construed in accordance with

the Zambian Laws and the parties hereby submit to the jurisdiction of
the Courts of the Republic of Zambia.

2. TERM OF THE CONTRACT

This Agreement shall become effective on or from 01 OCTOBER 2024, and shall continue
in full force and effect for an indefinite term thereafter until terminated by mutual
agreement of the parties or by either party upon [60] days’ written notice to the other
party.

3. DESCRIPTION OF SERVICES
3.1 AGENT shall provide or cause to be provided, to AGRO MALL such services as
may be required from time to time by AGRO MALL relating to but not limited
to the following;

3.1.1 Understanding customer needs and technical requirements

3.1.2 Identify and acquire new clients through various sales channels.
3.1.3 Maintain and nurture relationships with existing clients.
3.1.4 Achieve and exceed sales targets and quotas.
3.1.5 Develop and implement effective sales strategies.
3.1.6 Conduct market research to identify opportunities and trends.
3.1.7 Present and demonstrate products or services to potential clients.
3.1.8 Negotiate contracts and close deals.
3.1.9 Provide excellent customer service and support.
3.1.10 Prepare and submit sales reports and forecasts.
3.1.11 Stay updated on industry trends and competitor activities.

AGROVENTURE INVESTMENTS ZAMBIA LTD 2

 3.1.12 Collaborate with the marketing team to develop promotional
materials.
3.1.13 Attend industry events and trade shows to network and generate
leads.
3.1.14 Manage and update client information in the Company records.
3.1.15 Follow up on leads and referrals promptly.
3.1.16 Handle client objections and resolve issues effectively.
3.1.17 Provide feedback to the product development team based on client
needs.
3.1.18 Ensure compliance with company policies and procedures.
3.1.19 Participate in sales training and development programs.
3.1.20 Maintain a professional appearance and demeanor.
3.1.21 Work independently and manage your own schedule.
3.1.22 Other matters and services requested in written by AGRO
MALL and which AGENT is willing and able to provide on a
case-by-case basis.

3.2 AGRO MALL shall assume the following responsibilities

3.2.1 Meet ALL the engagement obligations such as :

3.2.1.1 Sales Agent Agreement
3.2.1.2 Marketing material
3.2.1.3 Provide Warranties on qualifying equipment
3.2.1.4 Remuneration shall be the sole responsibility of AGRO MALL
in respect of the AGENT
4. All statutory payments, if any, will be borne by the AGENT

5. FINANCIAL CONSIDERATION

4.1 Fees for services provided by AGENT to AGRO MALL shall be at the following
respective percentage rates and in the following categories ;
a) Sales volume between 0 – 50,000 shall attract a Sales commission of not
exceeding 3%
b) Sales volume between 50,001 – 150,000 shall attract a Sales commission
of not exceeding 2%
c) Sales volume between 150,001 – 350,000 shall attract a Sales commission
of not exceeding 1%
d) Sales volume between 350,001 – 700,00 shall attract a Sales commission
of not exceeding 0.5%
e) Sales volume ABOVE K700,000 shall attract a Sales commission of not
exceeding 0.35%

5 RECORDS

5.1 AGENT agrees to maintain adequate records relating to the payments made by
AGRO MALL for Sales & Marketing services rendered hereunder and to make
such records available, upon reasonable notice, to their Representatives during
normal business/ working hours.

AGROVENTURE INVESTMENTS ZAMBIA LTD 3

6 RECORDS

6.1 AGENT agrees to maintain adequate records relating to the payments made by
AGRO MALL for such services rendered hereunder and to make such records
available, upon reasonable notice, to AGRO MALL Representatives during
normal business/ working hours.

6.2 All records for statutory returns shall be kept at AGRO MALL premises at all
times

7 CONFIDENTIALITY

7.1 The parties hereby agree that any confidential information provided to the
Recipient by the Disclosing Party hereunder, shall remain the exclusive right of
the Disclosing Party

7.2 The Recipient agrees it will maintain all confidential information in strict
confidence and will not permit whether directly or indirectly the confidential
information in its possession to be disclosed to or allow access to by any third
party or used for any purpose without prior written consent of the Disclosing
Party.

7.3 Upon Termination of this Agreement, in whole or in part, the Recipient shall,
upon request, forthwith return to the Disclosing Party all confidential
information, including all documents and information which contain confidential
information of the Disclosing Party in the possession of the Recipient.

8 NOTICES

8.1 All notices, requests, orders, consents or approvals required or permitted by this
Agreement shall be in writing. All such notices, requests, orders, consents and
approvals and payments shall be sent to the parties at the first mentioned
addresses above. A Party may change their physical or postal address by notice
to the other party from time to time.

8.2 Notices may be delivered personally by hand or through e-mail.

9 FORCE MAJEURE

9.1 A Party shall not be deemed in default of its obligations under this Agreement
when such performance is prevented by a cause beyond the reasonable control of
such party, including without limitation, modification and or variation of any
provision hereof imposed or required the relevant government authority or
agency having jurisdiction in the premises.

9.2 Upon the occurrence of an event of force majeure, the party affected shall
promptly notify the other in writing setting forth the details of the occurrence, its
expected duration and how that party’s performance will be affected. The

AGROVENTURE INVESTMENTS ZAMBIA LTD 4

 affected party shall resume the performance of its obligations as soon as
practicable after the force majeure ceases.

10 CHOICE OF LAW
This Agreement shall in all respects be governed by and construed in accordance with
the Laws of the Republic of Zambia.

11 RELATIONSHIP OF THE PARTIES

Service Provider and Company are acting solely as independent contractors under this
Agreement. It is expressly understood and agreed by parties hereto that nothing in this
agreement, its provisions, or transactions, and relationships contemplated hereby shall
constitute either party as employee, or agent, or partner or legal representative of the
other for any purpose whatsoever, nor shall either party hold itself out as such. Neither
Party to this agreement shall have the authority to bind or commit the other party hereto
in any manner or for any purpose whatsoever , except as may be expressly provided for
herein , but rather each party shall at all times act and conduct itself in all respects and
events as an independent contractor. This agreement creates no relationships of joint
venturers, partners, associates or principal and agent between the parties hereto.

12 CONSTRUCTION OF AGREEMENT; ENTIRE AGREEMENT ; AMENDMENTS

This agreement may be executed in counterparts in order to provide each party hereto
with a fully executed original hereof. In that this agreement was prepared as a result of
negotiations and mutual agreement between the parties hereto; neither this agreement
nor provision hereof shall be construed against either party as the party who prepared
agreement or any such provision. This agreement reflects the complete understanding of
the parties as of the date hereof and constitutes their entire agreement regarding the
subject matter hereof, all prior negotiations, representations and statements having been
merged herein. This agreement may be amended only by a written amendment between
the parties hereto.

IN WITNESS WHEREOF, each party to this agreement has caused it to be executed at

LUSAKA on the date indicated above.

AGROVENTURE INVESTMENTS Z LTD AGENT

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Authorized Signatory Authorized Signatory

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Print name & Title Print name & Title

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