Product Regional Distributor Principal-Agent Contract

< p > manufacturer: Company Limited (hereinafter referred to as Party A) < /p >.

< p > address: "/p".

< p > Tel: /p.

< p > Fax: the agent of the company is "/p".

< p > address: "/p".

< p > Tel: /p.

< p > Fax: "/p".

< p > in view of the fact that on the basis of equality and voluntariness, Party A hereby entrusts Party B as a regional distributor for the products of the company's products, it is hereby concluded as follows: < /p >

< p > the first definition is < /p >.

"P > (1) product: the product referred to in this agreement refers to a series of products.

< /p >

P > (2) area: the area referred to in this Agreement (area name) and other areas with written consent of both parties at any time.

< /p >

"P > (3) trademark and special name: the trademark and special name referred to in this agreement.

The Chinese name of the designated product.

(provisional name, Party B may give the brand new design in the overall planning of the product).

< /p >

< p > (4) concession: Party B shall use trademarks and trade names or their abbreviated or changed names for commercial purposes, and have to identify themselves as distributors of products in the region.

< /p >

< p > (5) registration: if Party B makes a request, Party A shall, at its own cost, be responsible for registering, registering and maintaining the validity of trademarks and proper names in the region.

< /p >

< p > second distribution rights < /p >

< p > Party A hereby gives Party B the right to distribute the products to the customers in the area in the name of trademarks and proper names.

Party B should collect information, strive for users, and try to promote sales of products.

Party B should be proficient in promoting the technical performance of the product.

< /p >

< p > Third the sales target of Party B is < /p >.

< p > the annual sales amount of Party B in the designated agent area is more than RMB yuan, or more.

< /p >

< p > Fourth articles for sale, quantity and price < /p >

< p > the quality standard of fifth consignment commodities < /p >

Less than P.

< /p >

< p > sixth commissions < /p >.

< p > Party A will pay the Commission to Party B on the basis of the invoice value of the invoice value of each shipment after receipt of the payment.

< /p >

< p > Party A shall explain to Party B about the amount of commission and the Commission of the business. Party A shall pay commission within days after receipt of payment.

< /p >

< p > Commission shall be invoiced on the basis of invoice value. Any additional charges, such as packing, pportation, insurance, customs duties or customs duties imposed by importing countries, shall be invoiced separately.

< /p >

< p > seventh advertising expenses < /p >

< p > to promote sales of products in the area, agents should publish all necessary advertisements and pay for advertising expenses.

All participants in the fair must be dealt with in advance.

< /p >

< p > eighth payment: (choose the following way) < /p >

< p > (1) after confirmation of the order, Party B shall arrange to open an irrevocable L / C at sight within the time stipulated in the relevant sales confirmation, and shall notify Party A immediately after the issuance of the L / C so as to prepare the shipment for the one hundred percent party.

< /p >

< p > (2).

< /p >

< p > ninth market situation report < /p >

< p > Party B has the obligation to send a detailed report to Party A every month, every month, to reflect the local market situation and consumer's opinion.

Party B shall, at any time, send samples of the same goods to other suppliers, together with their prices, sales and advertising materials, etc., and send them to Party A for reference.

< /p >

< p > tenth order confirmation < /p >.

< p > the quantity, price and pport date of the agreed commodity shall be confirmed in the paction by paction. Details shall be included in Party A's sales confirmation.

< /p >

< p > eleventh techniques help < /p >.

< p > Party A shall assist the employees of Party B in obtaining the technical knowledge of the agent's products.

Agents should pay their employees' pportation fees and wages, and manufacturers should provide accommodation.

< /p >

< p > twelfth, uniform rewards and punishments < /p >.

< p > to complete the sales of the products, and to advance the higher level agent and enjoy the agency price at that level (the highest level = partner agent).

If the sales of products are not completed annually, Party A has the right to cancel the agent qualification of Party B, but Party B can also pay the agency fee and continue to act as agent in the region.

< /p >

< p > thirteenth Agency term and agency authority < /p >

< p > (1) the term of agency in this contract is a month.

After the contract expires, this contract will terminate on its own.

< /p >

< p > (2) in the effective term of this contract, Party A shall not assign any other person or intermediary to sell the product.

< /p >

< p > (3) if the Commission has not yet been sold, Party A will authorize Party B to sell it at the entrusting base price.

< /p >

< p > fourteenth authorization form, settlement mode < /p >.

< p > (1) authorized form < /p >

< p > A. Party B has been authorized to act as a regional agent immediately after the first party has completed the operation. It will become the general agent after the completion of the yuan (RMB).

During this period, Party A can find other distributors, but under the same performance, Party A will give priority to Party B as the general agent.

< /p >

< p > B. after Party B obtains the general agent, Party A's agent in the area shall be managed by Party B.

< /p >

< p > C. the authorization letter issued by Party A to Party B shall only apply for inspection permission, Party B shall not pfer other uses. If there is any violation, Party A will put it in law.

< /p >

< p > (2) settlement mode < /p >

When Party B orders party P, Party B must issue bank draft, and Party A is responsible for delivering the goods to Party B after Party A's account.

After Party B receives the signature of the goods, Party A will be able to withdraw the money from the bank.

Party B shall not postpone or refuse payment for any reason.

< /p >

< p > fifteenth, the exclusive right is less than /p.

< p > (1) paction: Party A shall not sell or sell or sell products to any individual, company or other body other than Party B in the area.

< /p >

< p > (2) entrustment: Party A shall not entrust any other person, company or other body other than Party B in the district as its distributor to import and sell products.

< /p >

< p > (3) enquiry: Party A shall receive any enquiry from any customer in the area, and shall be sent to Party B.

< /p >

< p > (4) re importation: Party A shall take appropriate measures to prevent others from selling products in the area, and shall not sell the products to the third party who knows or has reason to believe that it intends to re import or sell products in the area.

< /p >

< p > sixteenth, price, condition < /p >

< p > (1) price < /p >

< p > a. the price and condition of Party A to Party B shall be agreed upon by Party A and Party B at any time. The price and conditions shall be determined and the normal trade practices and the frequent market competition should be taken into consideration so that the two sides can get considerable profits from the sale.

< /p >

< p > B. Party A gives Party B a more stable market price. If there is any change, it is also the annual price list issued at the beginning of each year.

< /p >

< p > C., if there is any change in product price, Party A shall notify Party B in written notice 30 days before changing the price and discount. All the contracts signed by both parties before changing the price period guarantee the price and deliver the goods according to the normal delivery date.

< /p >

< p > D. the party discount enjoyed by Party B shall be agreed separately between the two parties, but Party A shall guarantee that Party B shall get a discount of not less than that of the company.

< /p >

< p > (2) separate contract: each time the specific purchase of products, the two sides should conclude a separate contract.

< /p >

< p > (3) most favoured clause: Party A declares that the terms and conditions of this Agreement are the most favourable terms provided by Party A to the distributor and manufacturer. In the future, when a product is sold to any other distributor or manufacturer in a direction which is more favourable to the buyer than this Agreement, Party A shall immediately notify Party B in writing, and provide this party with more advantageous conditions.

< /p >

< p > seventeenth market management < /p >

< p > (1) the purpose of management < /p >

< p > insist on selling in designated agent area, strictly abide by the unified national guidance retail price.

To prevent vicious price competition, ensure the reasonable profits of Party B, and maintain the credibility of the company.

< /p >

< p > (2) management regulation < /p >.

< p > A. insist on sales in designated agency area, and prohibit cross regional sales.

< /p >

< p > B. comply with the national unified direct retail price, prohibit the sale of price.

< /p >

< p > C. Party B is responsible for managing the designated distributors to comply with the management regulations of the market. Party B or Party B shall handle the regulations in accordance with the provisions of the third provision in violation of the market management regulations.

< /p >

< p > (3) market management reward and punishment measures < /p >

< p > A. Awards: (1) the regional agents who comply with the market management regulations stipulated in this agreement can be rewarded (specific awards and consultations); (2) with the help of Party A's market management, they can assist Party A in finding regional agents for cross regional products.

< /p >

< p > B. punishment: when Party B breaches the above second market management regulations, Party A will impose the following penalties on Party B: (1) cancel the regional agent; (2) stop supply according to the situation.

< /p >

< p > eighteenth shipments < /p >

< p > (1) Party B will fax the purchase plan to Party A in written form ahead of schedule after determining the detailed catalogue of the purchase.

If Party A fails to get Party B's purchase plan within this period, it will not guarantee the delivery.

If there are special circumstances, it is necessary for both parties to negotiate separately.

< /p >

< p > (2) the freight to be delivered to the locality shall be paid by Party B.

< /p >

< p > nineteenth returns < /p >

< p > (1) Party A guarantees the quality of products.

If the quality of the product is not qualified, it will be responsible for refund and replacement.

< /p >

< p > (2) Party A shall assist Party B in handling the goods delivered from Party A to warehouse or Party B's warehouse and the place where Party B is located, but the cost shall be borne by Party B.

< /p >

< p > (3) Party B's products are unsalable and can be returned, but the cost is borne by Party B.

< /p >

< p > twentieth pport < /p >

< p > (1) mode of pportation: Party B's own or Party A's agent pport.

< /p >

< p > (2) Party A is responsible for the pportation, Party B shall pay the freight and payment to Party A before delivery, and Party A will charge the market price standard.

< /p >

< p > (3) Party B shall be responsible for the lifting of goods on the first side of the company.

< /p >

< p > twenty-first installation and after-sales service < /p >

< p > (1) Party A is responsible for guiding system installation of products.

< /p >

< p > (2) Party A guarantees the product for 12 months. During the warranty period, Party A is responsible for the quality problems in the manufacture of Party A, which is a problem caused by the users of Party B. the cost is borne by Party B or Party B.

< /p >

< p > (3) the products beyond the warranty period shall be paid or paid free according to the specific conditions of the products. Party B shall actively cooperate with the users in the service of Party A, otherwise Party B shall be responsible for the losses.

< /p >

< p > twenty-second the responsibility of Party A is < /p >.

< p > (1) undertaking and ensuring that the general agent as the product is fully qualified to sign this agreement with Party B.

< /p >

< p > (2) provide samples and all available advertising materials at their own expense.

< /p >

< p > (3) provides the current domestic price list and promptly notifes Party B of any anticipated changes in the price list.

< /p >

< p > (4) Party A will provide Party B with a certain amount of product information free of charge.

Large quantities of data can be submitted to Party A by Party B if necessary.

< /p >

< p > (5) Party B shall promptly provide Party B with the latest industry dynamic information on its products in the international market, and provide suggestions for marketing products, so as to enable Party B to adopt diversified marketing strategies and sales methods.

< /p >

< p > (6) Party A will provide comprehensive technical training to Party B's engineers and provide sufficient technical support.

< /p >

< p > (7) Party A is responsible for the loss of products sold by Party B and any loss caused by product quality problems.

< /p >

< p > twenty-third the responsibility of Party B is < /p >.

< p > (1) in order to sell products and serve customers in the region, it is necessary to provide and maintain a business capable organization at its own expense, and make every effort to achieve sales targets that are beneficial to Party A in order to make use of various sales opportunities in the region.

< /p >

< p > (2) Party B should develop regional agents and distributors in the area according to needs, and sign contracts and management independently.

< /p >

< p > (3) Party B will be equipped with enough sales engineers and technical engineers to meet the needs of market sales. They will have a comprehensive understanding of the characteristics and uses of the products, and be able to undertake training, on-site inspection services and operation demonstration.

< /p >

< p > (4) to provide Party A detailed report on the sale of products, and as far as possible information about various regional sales opportunities and competitors promotional activities.

< /p >

< p > (5) Party B shall respect and protect Party A's intellectual property rights, and guarantee that no party a product shall be copied for commercial purpose.

< /p >

< p > (6) Party B should expand the user in this area. Party B should pmit the quotations and orders received to Party A.

Party B shall not have the right to represent Party A or to sign any binding contract.

Party B shall explain the sales terms stipulated by Party A (including shipping date and payment) to the users.

Party A may refuse any inquiry and order pmitted by Party B without any restriction.

< /p >

< p > (7) Party B has no lien on Party A's property.

< /p >

< p > (8) Party B shall inspect the market, and if Party B finds any violation of the third party's industrial property rights or the interests of Party A, Party B shall report to Party A in accordance with the facts.

Party B shall do his best and assist Party A in order to avoid infringement of such acts in accordance with Party A's instructions. Party A will undertake such expenses other than normal agency activities.

< /p >

< p > twenty-fourth sub agency or pfer < /p >

< p > (1) without the written consent of the trustee, the general agent shall not assign any obligation or responsibility of the agreement to the sub agent appointed by the non commissioned agent, no matter how the agent entrusted by the trustee agrees with the sub agency entrusted by the general agent, the rights, obligations or responsibilities of the agent shall not be waived according to the provisions of the agreement.

< /p >

< p > (2) the principal shall not assign or pfer any rights, obligations or responsibilities under this Agreement without the written authorization of the general agent.

< /p >

< p > (3) this Agreement shall have the same binding force on the principal, the general agent and the designated successor designated by each party, and shall ensure the implementation.

< /p >

< p > twenty-fifth the contract terminates < /p > in the following situations.

< p > (1) if any party violates the substantive act of this agreement, the other party may notify the party in writing that this breach of contract is made, and state that unless the party corrects such breach of contract in accordance with the provisions of this section, the other party will terminate this agreement in accordance with this section.

If the notice has not been corrected within days, the agreement shall be terminated immediately within the above mentioned days. (/p)

< p > (2) if any party raises or agrees to submit an application for bankruptcy or other relief according to the bankruptcy law or debtor relief law, or is ordered to go bankrupt, or to dissolve, or to clean up, or to make any assignment to the creditor, or to appoint an industrial manager or similar person to the party, in any of the above circumstances, the other party must terminate this agreement in writing at any time.

If a party fails to perform its obligations under this contract due to changes in relevant laws and regulations, either party may terminate this contract.

< /p >

< p > (3) in case of a force majeure cause under this agreement, the agreement can not be fulfilled if the party fails to fulfil its obligations beyond the time limit of the day.

< /p >

< p > > the return of twenty-sixth documents < /p >

When the agreement expires, Party B shall return all the advertising materials and all documents provided by Party A. to Party A, P.

< /p >

< p > twenty-seventh stock return < /p >

< p > when the agreement expires, if Party B reserves the agent products and spare parts, it shall be returned by Party A's instructions and the cost shall be borne by Party A.

< /p >

< p > twenty-eighth liability for breach of contract < /p >

< p > (1) Party A has the right to terminate the contract if Party A violates the relevant national policies and regulations, and Party A shall bear the corresponding responsibility.

< /p >

< p > (2) Party B shall not accept any debts owed by Party A. except Party B approves or grants the credit limit.

Therefore, if Party A fails to pay the fees on time, Party B may not accept the business entrusted by Party A and have the right to stop the use of the corresponding products and services of the first party, until the cancellation of Party A's distribution qualification.

If Party B violates other obligations under this contract, it shall bear the responsibility in accordance with this contract.

< /p >

< p > twenty-ninth product quality < /p >

< p > (1): Party A guarantees to Party B that all products conform to the local standards.

It can be sold and suitable for sale.

Party A also ensures that the products meet the quality standards in terms of raw materials and manufacturing processes.

< /p >

< p > (2) from loss: Party A shall protect Party B from any loss of any similar liability arising from the alleged inferior quality of the product, or because of infringement of patents, trademarks, or the sale or use of products in the area.

< /p >

< p > (3) quality: if Party B discovers that any product is inferior in quality and inform Party A of this fact, Party A shall immediately replace it or compensate Party B according to the requirements made by Party B. the cost shall be borne by Party A itself.

Party B shall not lose its right to claim damages arising from the above exchange or compensation.

< /p >

< p > thirtieth prohibition of business strife < /p >

< p > Party B shall not compete with Party A or help others in competition with Party A. Party B should not manufacture products of agent or products similar to those sold on behalf of Party B, nor should it profit from any enterprise that competes with Party A.

At the same time, Party B shall not sell or sell any products that are the same or similar to the agent products, whether new or old.

< /p >

< p > > this agreement provides that the agent shall not compete for the production and sale of similar products within the period of the year after the termination of this agreement. The agent shall not be able to compete with other similar products during the period of the termination of the agreement.

< /p >

< p > thirty-first declaration and guarantee < /p >

< p > Party A: < /p >

< p > (1) Party A is a legally established enterprise which is legally established and has the right to sign and have the ability to perform this contract.

< /p >

< p > (2) all procedures required by Party A to sign and perform this contract have been completed and lawfully and effectively.

< /p >

< p > (3) when signing this contract, no court, arbitral body, administrative organ or regulatory body has made any judgments, rulings, decisions or specific administrative acts that will have a significant adverse effect on Party A's performance of this contract.

< /p >

< p > (4) the internal authorization procedures for Party A to sign the contract have been completed. The signatory of this contract is the legal representative or authorized representative of Party A.

This contract is legally binding upon both parties after its entry into force.

< /p >

< p > Party B: < /p >

< p > (1) Party B is a legally established and lawfully surviving enterprise, and has the right to sign and have the ability to perform this contract.

< /p >

< p > (2) all the procedures required by Party B to sign and perform this contract have been completed and lawfully and effectively.

< /p >

< p > (3) when signing this contract, no court, arbitral body, administrative organ or regulatory body has made any judgments, rulings, decisions or specific administrative acts that will have a significant adverse effect on Party B's performance of this contract.

< /p >

< p > (4) the internal authorization procedures required by Party B to sign this contract have been completed. The signatory of this contract is the legal representative or authorized representative of Party B.

This contract is legally binding upon both parties after its entry into force.

< /p >

< p > thirty-second confidentiality < /p >.

< p > the two sides guarantee that business secrets (technical information, business information and other business secrets) obtained from the other party and can not be disclosed from public sources shall be kept confidential.

Without the consent of the original supplier of the trade secret, one party shall not disclose all or part of the business secret to any third party.

Unless otherwise stipulated by laws or regulations or otherwise agreed by both parties.

The duration of secrecy is the year of the year.

< /p >

If a party violates the above obligations of confidentiality, P shall bear corresponding liabilities for breach of contract and compensate for the losses arising therefrom.

< /p >

< p > thirty-third < a href= "http://www.91se91.com/news/index_c.asp" > force majeure < /a > /p >

Force majeure referred to in this contract refers to objective events that cannot be foreseen, insurmountable, unavoidable and have a significant impact on one party, including, but not limited to, natural disasters such as floods, earthquakes, fires and storms, as well as social events such as wars, disturbances, government acts, etc.). P

< /p >

< p > If a contract is unable to perform due to the occurrence of a force majeure event, the force majeure party shall inform the other party of the accident in writing immediately, and shall provide details of the accident and written information that the contract can not perform or need to be postponed within the days of the period.

< /p >

< p > thirty-fourth notices < /p >

< p > (1) all notices required under this contract, as well as the documents of the two parties, as well as the notices and requirements relating to this contract, shall be in writing, and may be delivered by means of letters, telegrams, cables, letters, facsimile, telegrams, face-to-face delivery, etc.

If the above methods are not served, the service may be delivered by notice.

< /p >

< p > (2) the addresses of all parties are as follows:

< /p >

< p > (3) one party shall notify the other party in writing by changing the notice or address in writing within the day of the date of change. Otherwise, the unnamed party shall bear the corresponding responsibility arising therefrom.

< /p >

< p > thirty-fifth dispute handling < /p >

< p > (1) Ben a href= "http://www.91se91.com/news/index_c.asp" > Contract < /a > under the jurisdiction of the law of the people's Republic of China.

< /p >

< p > (2) disputes arising from the execution of this contract shall be settled through consultation between the parties concerned, and may also be mediated by the relevant departments. If consultation or mediation fails, the following shall be settled in the following way: < /p >

< p > A. submitted to the Arbitration Commission of the Arbitration Commission; arbitration > /p >

< p > B. prosecute the people's court according to law.

< /p >

< p > thirty-sixth interpretation < /p >

< p > the understanding and interpretation of this contract shall be carried out in accordance with the purpose of the contract and the original meaning of the text. The title of this contract is only for convenience of reading, and shall not affect the interpretation of this contract.

< /p >

< p > thirty-seventh supplements and < a href= "http://www.91se91.com/news/index_c.asp" > annex > /a > /p >

< p > if the contract has not been completed, according to the relevant laws and regulations, and if the laws and regulations have not been provided for, the two parties may reach a written supplementary agreement.

The annexes and supplementary contracts of this contract are integral parts of this contract and have the same legal effect as this contract.

< /p >

< p > thirty-eighth contract validity < /p >

< p > this contract shall come into force from the date of signature by both parties or their authorized representatives and the official seal.

It is valid for the year of the year.

This contract is the original copy of the contract. The two parties have the same legal effect. The copy of the contract is issued by a copy of the contract.

< /p >

< p > Party A (Gai Zhang): the second party is (Gai Zhang): "/p".

(P) represents (signature): the representative (signature) of the "/p".

< p > the year of the year, the month, the day, the hour, the hour, the hour, the time, the time, the time, the time, the time, the time, and the time of the year. /p

< p > place of signature: the location of the contract is: the "/p".