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Direct Selling Agreement

The agreement between a business and the agents who sell on its behalf. Under the Direct Selling Rules a written one is not optional: it is a condition of operating.

  • Written against the Consumer Protection (Direct Selling) Rules, 2021
  • Commission structure, territory and targets written in
  • Returns, refunds and buy-back dealt with explicitly
+2 more
  • Use of your brand and marketing material controlled
  • Drafted by experienced lawyers for how your channel actually works

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What a direct selling agreement is

The contract between a business and an agent authorised to sell or distribute its products on its behalf.

A direct selling agreement is made between a business and an agent authorised to sell or distribute the products of that business on its behalf. It describes in writing the terms of commission, the returns policy, the use of intellectual property and the other terms between the business and the agent.

It can be used by any business that appoints direct selling agents. Two copies are executed, with the agent and the business each retaining one original for their records, and it is printed on non-judicial stamp paper at the rate the state sets.

Since 2021 it is also a regulatory requirement. The Consumer Protection (Direct Selling) Rules oblige a direct selling entity to enter into a written contract with every direct seller, alongside a set of other obligations: a registered office in India, a grievance officer, a nodal officer and specified disclosures on its website.

Between
Business and agent
Governed by
Direct Selling Rules, 2021
Under the Consumer Protection Act
Must be
In writing
With every direct seller
Copies
Two
One original each
Stamp paper
At the state rate
Non-judicial
Entity must have
A grievance officer
And a nodal officer
Pyramid schemes
Prohibited

Why businesses have us draft it

  • Drafted against the 2021 Rules, not against a pre-2021 template
  • A consultation about how your channel and your commissions actually work
  • Returns, buy-back and termination drafted deliberately rather than omitted
  • A master agreement you use with every agent
  • Thousands of businesses served across every state in India

What the drafting covers

  • A consultation call about your products, your channel and your commission model
  • An agreement drafted from scratch by an experienced lawyer
  • Commission, territory, targets and the term of the appointment
  • Returns, refunds and buy-back obligations written in
  • Control over the use of your brand and marketing material
  • Revisions after you have read the draft

The agreement is one of the obligations the Direct Selling Rules impose. The others, the officers, the website disclosures and the registered office, are worth working through on the same call.

What the Rules expect of the business

  • A written contract with every seller

    Not a policy document, not a login to a portal. An agreement, signed, with each direct seller.

  • A grievance officer and a nodal officer

    Both appointed, both named, and reachable. Consumer complaints and coordination with law enforcement respectively.

  • Disclosures on your website

    Specified information about the entity, its products and the terms of the direct selling arrangement, published where a consumer can find it.

  • No pyramid or money circulation scheme

    Promoting either is prohibited outright. Where the compensation rewards recruitment rather than sales, the model is the problem and no drafting fixes it.

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Have questions? Find answers here

Still have a question? Our team is happy to help, at no charge and with no obligation to buy anything.

Talk to an expert
  • Which rules apply to direct selling in India?

    The Consumer Protection (Direct Selling) Rules, 2021, made under the Consumer Protection Act, 2019.

    They apply to direct selling entities and to direct sellers, and they cover the contract, the officers to be appointed, the disclosures to be made, and the practices that are prohibited.

  • What stamp duty is payable?

    Stamp duty is a state subject, so the rate for an agreement of this kind depends on the state where it is executed.

    We confirm it for your state as part of the drafting rather than quoting a national figure, because a single number would be wrong in most states.

  • Are multi-level marketing schemes allowed?

    Multi-level structures are not prohibited as such, but pyramid schemes and money circulation schemes are.

    The distinction turns on whether the compensation comes from actual sales of goods and services to consumers, or from recruiting further participants. Where it is the second, the agreement is not the issue.

  • What should the agreement cover?

    At a minimum:

    1. The products, the territory and the term of the appointment
    2. The commission structure and when it is paid
    3. Returns, refunds and any buy-back obligation
    4. How your brand and marketing material may be used
    5. What each side may and may not represent to a consumer
    6. How either side may terminate, and what happens to stock on hand

Get your direct selling agreement drafted

One master agreement, drafted against the rules as they stand.

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