Unpaid Commission Demand Letter to Employer (Free Template + State Sales-Rep Statutes)
You closed the sale; they're sitting on the commission — maybe because you've since left. Whether and when a commission is "earned" turns on your contract and your state, and a handful of states attach double or treble damages to a late one. This letter cites the specific statute and demands payment.
the letter
Copy, customize, send.
[Your Full Name]
[Address]
[City, State ZIP]
[Phone] [Email]
[Date]
[Company Legal Name — Attn: Owner / President / HR / Accounts Payable]
[Company Address]
cc: [Direct manager / sales manager]
Sent via certified mail, return receipt requested
(Copy also emailed to [contact])
Re: Demand for Unpaid Earned Commissions — $[Total Amount]
To [Name / Accounts Payable]:
I am writing to demand payment of $[Total] in sales commissions I earned but have not been paid, for sales [closed / booked / shipped / collected] between [Date] and [Date]. [Some or all of these commissions came due after my [last day / the end of our contract] on [Date]; that does not extinguish them.]
My relationship:
• Role: [Employee — title] OR [Independent sales representative under contract dated (date)]
• Commission terms: [written commission plan / agreement dated (date) / offer letter Section X / oral terms as consistently applied and paid]
• Commission rate / formula: [e.g., 5% of net invoice on accounts I sourced; $X per unit; tiered schedule attached]
• When a commission is "earned": [booking / shipment / customer payment / invoice issued — per the plan]
Commissions owed (detail attached):
| Account / Order | Date earned | Sale amount | Rate | Commission |
|-----------------|-------------|-------------|------|------------|
| [Customer / PO#] | [Date] | $[Amount] | [%] | $[Amount] |
| [Customer / PO#] | [Date] | $[Amount] | [%] | $[Amount] |
| [Customer / PO#] | [Date] | $[Amount] | [%] | $[Amount] |
| **Total** | | | | **$[Total]** |
Legal basis:
[Pick the track and the state provision that apply — strike the rest. If you are unsure whether you are an "employee" or an "independent sales representative," cite both tracks.]
[TRACK A — I am an EMPLOYEE; an earned commission is "wages"]
In my state an earned commission is wages, so the state wage-payment law sets when it is due and what penalty attaches if it is late. Because my [employment ended / final pay issued] on [Date], the final-pay provisions apply.
[CALIFORNIA] Cal. Lab. Code § 200 defines "wages" to include amounts "ascertained by the standard of time, task, piece, commission basis, or other method of calculation." Cal. Lab. Code § 2751 required my commission agreement to be in writing and to set the method by which commissions are computed and paid. Earned commissions were due immediately on discharge (§ 201) or within 72 hours of my quit (§ 202); if unpaid, they accrue waiting-time penalties of up to 30 days' wages under § 203, and § 218.5 awards attorney's fees and costs to the prevailing employee.
[NEW YORK] N.Y. Labor Law § 190(1) includes commissions in "wages," and § 191(1)(c) requires earned commissions to be paid under the written terms of employment. Unpaid wages carry liquidated damages of 100% of the amount due (up to 300% for a willful violation) plus attorney's fees under § 198(1-a).
[ILLINOIS] Earned commissions are "final compensation" under the Illinois Wage Payment and Collection Act, 820 ILCS 115/2, due at separation; 820 ILCS 115/14 adds statutory damages of 5% of the underpayment per month plus attorney's fees.
[MASSACHUSETTS] M.G.L. c. 149 § 148 applies to "the payment of commissions when the amount of such commissions ... has been definitely determined and has become due and payable." A violation carries mandatory treble damages, costs, and reasonable attorney's fees under § 150.
[MARYLAND] Md. Code, Lab. & Empl. § 3-501 defines "wage" to include "a commission"; § 3-505 requires payment of all wages due at separation; § 3-507.2 permits an award of up to three times the wage plus attorney's fees where the commission was withheld "not as a result of a bona fide dispute."
[TRACK B — I am an INDEPENDENT SALES REPRESENTATIVE]
My state's sales-representative statute sets a hard deadline to pay commissions after the contract ends and imposes multiple damages for failure to pay.
[ILLINOIS] 820 ILCS 120/2 requires all commissions due at termination to be paid within 13 days; 820 ILCS 120/3 makes a noncompliant principal "liable in a civil action for exemplary damages in an amount which does not exceed 3 times the amount of the commissions owed," plus reasonable attorney's fees and court costs.
[NEW YORK] N.Y. Labor Law § 191-c(1) requires earned commissions to be paid within five business days of termination (or of becoming due); § 191-c(3) imposes double damages plus attorney's fees, court costs, and disbursements.
[TEXAS] Tex. Bus. & Com. Code § 54.004 makes a principal who fails to pay a commission due on termination liable for three times the unpaid commission plus reasonable attorney's fees and costs.
[NEW JERSEY] N.J.S.A. 2A:61A-2 requires payment within 30 days of termination (or of becoming due); N.J.S.A. 2A:61A-3 makes a noncompliant principal liable for all amounts due plus exemplary damages of three times the commissions owed, plus attorney's fees and court costs.
[MASSACHUSETTS] M.G.L. c. 104 § 8 requires commissions due at termination to be paid within 14 days; § 9 makes a principal who willfully or knowingly fails to pay liable for the commission plus up to three times the amount, plus reasonable attorney's fees and court costs.
[TRACK C — everywhere else / default]
In every state an earned commission is compensation the law treats as a wage or an enforceable contract debt. Whether a commission is "earned" is governed by the commission agreement; where the agreement is silent about commissions outstanding at separation, most states apply the "procuring cause" rule — the salesperson who is the procuring cause of a sale is owed the commission even if it closes or is paid after departure. I earned the commissions listed above before [my last day / our contract ended], and they are due now under [my state's wage-payment law / our commission agreement].
Demand:
Within [14] days of receipt of this letter, please pay $[Total] in earned commissions by [check / direct deposit / wire to the account on file]. If you contend any line item is not yet "earned" or is miscalculated, identify it specifically in writing and cite the contract provision you rely on — a general denial is not a "bona fide dispute."
If you do not, I will pursue:
• A wage claim with the [state labor agency / Department of Labor / (TX) Texas Workforce Commission] [employee track];
• A civil action for the unpaid commissions plus the statutory multiplier above [(CA) § 203 waiting-time penalties; (NY) 100% liquidated damages or § 191-c double damages; (MA) treble damages; (IL / TX / NJ) up to treble exemplary damages] and attorney's fees and costs.
Sincerely,
[Your Signature]
[Your Printed Name]
Enclosures: [commission agreement / plan / offer letter; commission statements or pay stubs; sales records (POs, invoices, CRM export) showing the sales and amounts; correspondence about the unpaid commissions]This template is for informational use only. It is not legal advice and does not create an attorney-client relationship. Square-bracketed placeholders must be replaced with your specific facts. State law and procedural details vary; if your situation is urgent, complicated, or high-stakes, email info@imfrustrated.org for a free conversation with a volunteer attorney before you send it.
how to use it
A few things before you send.
- 1Send by certified mail with return receipt requested AND email a copy. Attach the commission agreement (or offer letter / plan) and the sales records — POs, invoices, or a CRM export — that show each sale and the amount. The certified-mail receipt proves delivery and, on the employee track, can start a state waiting-time-penalty clock.
- 2Prove the commission is "earned." State the contract trigger (booking, shipment, or customer payment) and show that it happened. If there's no written plan, your prior commission statements establish the rate and that the company treated these sales as commissionable — pull them as enclosures.
- 3Pick the right track. The double- and treble-damages statutes mostly live on the INDEPENDENT-SALES-REP side (IL 820 ILCS 120, NY § 191-c, TX § 54.004, NJ 2A:61A, MA c. 104). Employees use the state wage-payment law instead (CA, NY § 198, IL IWPCA, MA c. 149, MD). If your classification is genuinely unclear, cite both tracks and let them sort it out.
- 4Highest-leverage move: name the multiple-damages statute and the attorney's-fee provision, and demand a SPECIFIC written basis for any denial. A vague "it's in dispute" does not defeat penalties — Maryland's treble provision (§ 3-507.2) only shields a "bona fide dispute," and forcing the company to commit to a specific contract argument exposes whether one exists.
- 5Top mistake to avoid: do not sign a severance agreement or release that waives the commission, and do not accept a bare assertion that sales which closed after you left "don't count." The procuring-cause rule and the sales-rep statutes (which expressly cover commissions becoming due after termination) often say otherwise. Don't set a 48-hour deadline or accuse anyone of fraud — it reads as unreasonable.
what the law actually says
Why this letter works.
Unpaid-commission claims split along one fault line: are you an employee or an independent sales representative? It matters because two different bodies of law apply. If you are an employee, an earned commission is almost universally treated as "wages," so your state's wage-payment statute governs — final-pay deadlines, waiting-time or liquidated-damages penalties, and (in many states) attorney's fees. If you are an independent sales rep, a separate set of "sales representative acts" applies in many states; these set a hard deadline to pay commissions after the contract ends and impose double or treble "exemplary" damages for failure. The threshold question in either track is the same: when is a commission "earned"? That is governed first by the commission agreement — what you had to do (book the order, ship it, collect payment) for the commission to vest — and then by state law. Where the agreement is silent about commissions outstanding at separation, most states apply the "procuring cause" doctrine: the rep who is the procuring cause of a sale is owed the commission even if the order closes or the customer pays after the rep leaves.
California is the doctrinal anchor and the strongest employee jurisdiction. Cal. Lab. Code § 200 defines "wages" to "include[] all amounts for labor performed by employees of every description, whether the amount is fixed or ascertained by the standard of time, task, piece, commission basis, or other method of calculation." Since January 1, 2013, Cal. Lab. Code § 2751 has required that whenever "the contemplated method of payment of the employee involves commissions, the contract shall be in writing and shall set forth the method by which the commissions shall be computed and paid," with a signed copy given to the employee — so an employer with no written commission plan begins the dispute in a hole. Once earned, a commission is a wage payable on the ordinary payday (§ 204) and, at separation, immediately on discharge (§ 201) or within 72 hours of a quit (§ 202). A willful failure triggers § 203 "waiting-time" penalties — the employee's daily wage continues as a penalty for up to 30 days — and § 218.5 awards reasonable attorney's fees and costs to the prevailing party in a nonpayment-of-wages action (an employer recovers fees only on a bad-faith finding).
The independent-sales-representative statutes are where the leverage lives, because most carry double or treble damages plus mandatory fees, and they expressly reach commissions that come due after termination. Illinois: 820 ILCS 120/2 requires all commissions due at termination to be paid within 13 days, and 820 ILCS 120/3 makes a noncompliant principal "liable in a civil action for exemplary damages in an amount which does not exceed 3 times the amount of the commissions owed," plus reasonable attorney's fees and court costs. New York: N.Y. Labor Law § 191-c gives independent reps five business days after termination, and § 191-c(3) imposes "double damages" plus attorney's fees, court costs, and disbursements. Texas: Tex. Bus. & Com. Code § 54.004 (effective 2009) makes a principal who fails to pay a commission due on termination liable for "three times the unpaid commission" plus reasonable attorney's fees and costs. New Jersey: N.J.S.A. 2A:61A-2 sets a 30-day deadline and § 2A:61A-3 imposes "exemplary damages in an amount of three times the amount of commissions owed" plus fees and costs. Massachusetts has both tracks: independent reps fall under M.G.L. c. 104 §§ 8–9 (14-day deadline; up to treble for a willful or knowing failure), while employees use the Wage Act. These exemplary-damages provisions are typically capped ("up to" 3x) and require a showing the refusal was vexatious or in bad faith — they are a ceiling, not an automatic award.
On the employee side, several states stack their own multipliers onto an unpaid-commission claim. New York treats commissions as wages (N.Y. Labor Law § 190(1)), and § 198(1-a) adds liquidated damages equal to 100% of the unpaid amount (up to 300% for a willful violation) plus attorney's fees. Massachusetts is the most aggressive: M.G.L. c. 149 § 148 expressly covers "the payment of commissions when the amount of such commissions ... has been definitely determined and has become due and payable," and § 150 makes treble damages mandatory — not discretionary — plus costs and fees. Illinois employees recover under the Wage Payment and Collection Act (820 ILCS 115/2 includes "earned commissions" in "final compensation"), with statutory damages of 5% of the underpayment per month plus fees under 820 ILCS 115/14. Maryland defines "wage" to include "a commission" (Lab. & Empl. § 3-501), requires payment at separation (§ 3-505), and permits up to treble damages plus fees where the commission was withheld "not as a result of a bona fide dispute" (§ 3-507.2). Texas employees who are not independent reps use the Texas Payday Law, whose definition of "wages" (Tex. Labor Code § 61.001) includes compensation computed on a commission basis. Everywhere else the floor is the same in substance: an earned commission is a wage or an enforceable contract debt, the state wage-payment law sets the timing and any penalty, and the procuring-cause rule protects commissions that come due after you leave unless your written agreement clearly says otherwise.
state variations
What changes by state.
Not a comprehensive list. Confirm your state’s current statute before sending.
- California (employee track — strongest)
- Cal. Lab. Code §§ 200, 201–203, 218.5; written-plan rule § 2751. Commission = wages; due immediately on discharge / within 72 hours of a quit; up to 30 days' waiting-time penalty for willful nonpayment; prevailing-employee attorney's fees.
- Illinois (both tracks)
- Independent reps: 820 ILCS 120/2 (13-day deadline), 120/3 (exemplary damages up to 3× owed + fees + costs). Employees: IWPCA 820 ILCS 115/2 (earned commissions = "final compensation") + 115/14 (5% per month + attorney's fees). Note: ISRA treble is a capped, fault-based remedy.
- New York (both tracks)
- Independent reps: N.Y. Labor Law § 191-c — 5 business days; double damages + fees, costs, disbursements. Employees: § 190(1) / § 191(1)(c) (written terms required) + § 198(1-a) 100% liquidated damages (up to 300% willful) + fees.
- Massachusetts (both tracks)
- Employees: M.G.L. c. 149 §§ 148, 150 — commissions covered once "definitely determined," with MANDATORY treble damages + costs + fees. Independent reps: c. 104 §§ 8–9 — 14-day deadline, up to treble for a willful/knowing failure + fees.
- Maryland (employee track)
- Md. Code, Lab. & Empl. § 3-501 ("wage" includes "a commission"), § 3-505 (pay all wages due at separation), § 3-507.2 (up to 3× the wage + fees where withheld "not as a result of a bona fide dispute"). Enhanced damages are discretionary.
- Texas (both tracks)
- Independent reps: Tex. Bus. & Com. Code § 54.004 — three times the unpaid commission + reasonable attorney's fees and costs (eff. 2009). Employees: Texas Payday Law, Tex. Labor Code § 61.001 includes commission in "wages"; enforced free by the Texas Workforce Commission.
- New Jersey (independent-rep track)
- N.J.S.A. 2A:61A-2 (30-day deadline after termination or when due), § 2A:61A-3 (all amounts due + exemplary damages of 3× the commissions owed + attorney's fees + costs). NJ Wage Payment Law treats earned commissions as wages for employees.
- All other states (default)
- An earned commission is a wage or enforceable contract debt. Your state wage-payment law sets timing and penalties; the commission agreement defines when the commission is "earned"; and the "procuring cause" rule generally protects commissions that come due after you leave unless the written agreement clearly forfeits them.
if this doesn’t work
Your next move.
If the company ignores the demand, employees can file a free wage claim with the state labor agency (in Texas, the Texas Workforce Commission under the Payday Law) — these often resolve without a lawyer. For a defined dollar amount, small claims court is fast and cheap. But the real reason commission cases get lawyers is fee-shifting and multiple damages: a private suit becomes economical on contingency where the statute pays the plaintiff's fees and multiplies the award — California § 218.5, Massachusetts c. 149 § 150 (mandatory treble), New York § 198 (100% liquidated) or § 191-c (double), Illinois (ISRA up to treble; IWPCA 5%/month), Texas § 54.004 (treble), and New Jersey 2A:61A-3 (treble). Watch the statute of limitations: roughly 2–6 years depending on the state (California is 3 years for the wage, 4 under the Unfair Competition Law; New York wage claims run 6 years; Massachusetts is 3). Send the letter promptly and keep the certified-mail receipt.
questions people ask
FAQ.
They paid everything except commissions on deals that closed after I left. Am I still owed those?
Often yes. The sales-rep statutes expressly cover commissions that become due after termination — Illinois requires payment within 13 days of when they come due, New York within 5 business days, New Jersey within 30 days. Even without a statute, most states apply the "procuring cause" rule: if you sourced the deal, you earned the commission even if it closed or was paid after you left, unless your written agreement clearly says otherwise.
There's nothing in writing. Can I still claim my commission?
Yes. Oral or as-applied commission terms are enforceable, and your past commission statements prove the rate and that the company treated these sales as commissionable. In California the lack of a writing actually helps you — Cal. Lab. Code § 2751 requires the employer to put the commission plan in writing, so its failure to do so is its problem, not yours.
Am I an "employee" or an "independent sales representative"? Why does it matter?
It decides which statute applies. Employees use the state wage-payment law (e.g., CA Labor Code, NY § 198, IL IWPCA, MA c. 149, MD); independent reps use the sales-representative acts (IL 820 ILCS 120, NY § 191-c, TX § 54.004, NJ 2A:61A, MA c. 104), which carry the fast deadlines and double/treble damages. Classification turns on how much control the company had over your work, not your job title. If it's genuinely unclear, cite both tracks.
The company says my commission is "in dispute." Does that block me?
Only if the dispute is genuine and specific. A vague "we disagree" does not defeat penalty provisions — Maryland's treble remedy (§ 3-507.2) is available unless the wage was withheld "as a result of a bona fide dispute," and courts look for a real, good-faith reason tied to the contract. Force the issue: demand in writing the exact line item they dispute and the contract provision they rely on.
How long do I have to act?
It varies by state and statute — roughly 2 to 6 years. California is 3 years for the wage (4 under the Unfair Competition Law); New York wage claims run up to 6 years; Massachusetts is 3 years under the Wage Act. The sales-rep acts have their own windows. Don't wait — send the demand letter now and keep proof of delivery.
Nervous about sending it yourself?
we’ll read it over with you.
Email the situation and a volunteer attorney will respond. No commitment, no invoice, no judgment — just an honest second pair of eyes from someone who actually understands the law.
info@imfrustrated.org