How do I write a sourcing agent contract (anti-kickback clause)?
Short Answer: Require Disclosed Fees, No Factory Markup, Factory-Contact Rights, Blind Inspection, and an Anti-Kickback Clause With Penalties
A solid sourcing-agent contract protects you from the two real risks: hidden margin and kickbacks. Must-have clauses are a separately disclosed agent fee with any factory-price markup prohibited; the right to contact the factory directly and receive the original invoice; the right to unannounced blind inspection by an independent firm; and an anti-kickback clause stating the agent may not accept supplier rebates and, if they conceal defects for a kickback, forfeit commission and pay penalties. Add clear delay-compensation and quality-refund terms. An honest Yiwu agent welcomes this contract because it filters out dishonest competitors - refusal to sign is itself a red flag.
The Two Real Risks
Most agency problems are not theft - they are quiet margin. A dishonest agent marks up the factory price and pockets the difference, or takes a rebate from a supplier to steer your order regardless of quality. The contract exists to make both visible and expensive to attempt.
Must-Have Clauses
The core clauses are few but non-negotiable. Together they mean you can see the real factory price, check it independently, and punish any attempt to hide margin or take a rebate.
| Clause | What it does | Why it matters |
|---|---|---|
| Fee disclosed separately | Agent's cut shown | No hidden spread |
| No factory-price markup | Prohibited in writing | You see true cost |
| Factory-contact right | You may call the factory | Verification |
| Original invoice access | Factory bill to you | Proof of price |
| Blind inspection allowed | Unannounced, independent | Quality check |
The Anti-Kickback Clause Specifically
This is the clause that changes behaviour. It states the agent may not accept rebates from any factory, and if they conceal a defect to protect a supplier's kickback, they forfeit their commission and pay a penalty. Put a number on the penalty so it is not symbolic - a clause with no cost is just a wish.
Delay and Quality Refund Terms
Beyond margin, the contract should cover time and defects: delay-compensation if the shipment misses the agreed date, and a quality-refund or replacement path if goods fail inspection. These give a dispute a baseline so a claim is not a negotiation from zero.
State the delivery date
With a penalty per week late.
Define the quality bar
Reference the approved sample and AQL.
Name the remedy
Repair, replace, or refund.
Say who pays re-inspection
Usually the agent if they failed.
Keep it in writing
Verbal terms do not enforce.
An Honest Agent Welcomes This
A transparent Yiwu agent has no reason to fear a tight contract - it only disadvantages dishonest competitors. If an agent pushes back on disclosed fees, factory contact or blind inspection, treat that resistance as the answer. The contract is a filter, and a good agent is happy to be filtered through it.
- Refuses disclosed fee Why hide it if it is fair?
- Blocks factory contact What are they protecting?
- Won't allow blind inspection Confidence problem.
- Signs without hesitation The signal you want.
Case: The Rebate That Cost the Commission
The contract carried an anti-kickback clause with a stated penalty. Mid-year the agent was found to have steered a brush order to a higher-priced factory for a rebate. The concealment was caught at blind inspection.
How RND SOURCING Contracts Work
Our service agreement discloses the fee separately from the factory price, prohibits any markup, and grants you direct factory contact plus the original invoice. It includes a blind-inspection right at any time and an anti-kickback clause with a real penalty if we ever concealed a defect for a supplier's rebate. We would rather sign a tough contract than lose a client to a dishonest competitor - the document is how you know we mean it.
Review our agent service contractRelated Questions
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