Agency Agreement in Finland: Template, Key Clauses and Local Law (2026)

What a commercial agency agreement in Finland is A commercial agency agreement in Finland appoints a self-employed agent to arrange, on a continuing basis and for commission, the sale or purchase of goods for a principal. The agent finds customers and negotiates or concludes deals for the principal but does not buy and resell on its own account; that would make it a distributor. The key point to know first: Finnish agency law follows the EU model and gives the agent mandatory protections, including a notice period and a termination indemnity, that cannot be removed to the agent's disadvantage. This page explains the law and the clauses. It is general information, not legal advice. ## The law that governs it in Finland The governing statute is the Act on Commercial Representatives and Salesmen (Laki kauppaedustajista ja myyntimiehista), 417/1992. It implements the EU Commercial Agents Directive (86/653/EEC), so the core rules match those across the EU. Key features: - Form. An agency agreement can generally be concluded without any formality, but either party has the right to require a written agreement, so putting it in writing is sensible for evidence.

• Commission. The agent earns commission on deals concluded during the term that result from the agent's work. Where the agent has exclusive rights in a territory, commission can be due on all deals in that territory during the term, regardless of the agent's direct involvement.
• Mandatory protections. Several rules cannot be waived to the agent's disadvantage, including the notice period, the termination indemnity, and limits on post-term non-compete.
• Notice periods. For an indefinite-term agreement the minimum notice is one month for each year the contract has run, up to a maximum of six months.
• Termination indemnity. On termination the agent can claim an indemnity (hyvitys) for new customers and goodwill brought to the principal, subject to conditions, capped at roughly one year's average remuneration.
• Post-term non-compete. A post-term non-compete can last no longer than two years after termination. ## Key clauses to include ### Appointment and territory
• The products, the territory, and whether the appointment is exclusive.
• Whether the agent may appoint sub-agents.
• Minimum targets and the consequence of missing them. ### Commission
• The rate, the base, and when commission is earned and paid.
• Commission on territory deals where the agent has exclusivity.
• Statements and the agent's right to check commission due. ### Duties of each party
• The agent to act in good faith, follow reasonable instructions, and protect the principal's interests.
• The principal to provide samples, price lists, and necessary information and support. ### Term, termination, and indemnity
• Fixed term or indefinite, and the notice period (one month per year, up to six months).
• Grounds for termination for cause.
• How the termination indemnity will be handled, reflecting the Act. ### Housekeeping
• Confidentiality and a post-term non-compete of no more than two years.
• Governing law (Finnish) and dispute resolution. ## A simple clause skeleton 1. Parties and appointment.

2. Products, territory, and exclusivity.
3. Agent duties.
4. Principal duties.
5. Commission, statements, and inspection.
6. Term and notice.
7. Termination for cause and indemnity.
8. Confidentiality and non-compete (max two years).
9. Governing law and disputes. ## Common mistakes to avoid - Trying to contract out of the agent's notice period or indemnity; those terms are mandatory.

• Setting a post-term non-compete longer than the two-year statutory limit.
• Assuming the Act covers services; it is built around the sale and purchase of goods.
• Relying on an oral agreement when either party can demand it in writing anyway. ## Drafting and managing a Finnish agency agreement in one workspace Agency relationships run for years, and the mandatory rules make commission, notice, and indemnity terms worth getting right and tracking. That is easier when drafting, review, tracking, and governance sit in one place rather than across inboxes. Adira is an AI legal workspace where you can draft the agreement, see each clause flagged as favourable, neutral, or unfavourable to you, edit clauses in plain English, and track renewal and notice dates across every contract. Adira is deepest on Indian law today; Finland-specific depth, including the Commercial Representatives Act points above, is on the roadmap, so use it as a drafting and management aid and confirm the local detail with Finnish counsel.