Exclusive Agency Agreement
This Agreement is entered between the parties concerned on the basis of equality and mutual benefit to develop business on terms and conditions mutually agreed upon as follows:
1.Contracting Parties
Supplier: (hereinafter called “party A”):
英语培训
.
Agent: (hereinafter called “party B”):
Name:
Address:
2.Appointment
翻译官结局It is mutually agreed that Party A hereby appoints Party B as its Exclusive Agent to solicit orders for the commodity stipulate in Article 3 from customers in the territory stipulated in Article 4, and Party B accep
ts and assumes such appointment.
central time3.Commodity
and produced by Party A.
4.Territory
Party B can ll the products specified in Article 3 in market.
5.Sale assignment of Party B
The mini-sales amount is USD from May 1st,2012 to April 30th,2013
The time of the order should be specified in the table 5-1
Time Sale assignment finished
May 1st-------July 31st,2012 USD 0,000.00
Aug.1st--------Oct.30th,2012 USD 0,000.00
Nov.1st,2012,--------Jan.31st,2013 USD 0,000.00
Feb.1st -------Apr.30th, 2013 USD 0,000.00
Table 5-1
6.Price
Name of Goods Unit Price Quantity Total
九月的英文7.The responsibilities of Party A:
1) According to this exclusive Agency Agreement and Order confirmation in each transaction signed
by the two parties hereto, Party A should provide Party B qualified patient monitors ordered by Party B timely.
2) In consideration of the exclusive rights granted herein, Party A should not, directly or indirectly,
ll or export the commodity stipulated in Article 3 to the customers in Territory stipulated in Article 4; Party B shall not ll, distribute or promote any products competitive with or similar to the above com
modity in its territory and shall not solicit or accept orders for the purpo of lling them outside its territory. Party A shall refer to Party B any enquiries or orders for the commodity in question received by Party A from other firms in its territory during the validity of this agreement.
大学英语演讲稿3) Party A should provide a free comprehensive training about installation and maintenance to the
容易受伤的女人英文版technician staff of Party B. The training location is the office of Party A. The two parties would arrange the training.
4) Party A must provide party B timely and comprehensive after-sale rvice according to after-sale
rvice terms in this Agreement.
5) Party A must keep commercial cret for Party B.
8.The responsibilities of Party B:
1) According to this agreement, Party B shall order from Party A on time, and shall nd the written
purcha order (Including the e-mail and the fax)to Party A in each transaction, which specifies the quantity, model, and other configuration requirements.
2) Party A owns the proprietary of the aforesaid commodity. Party B shall keep the price and
technology contents provided by Party A in cret, neverreveal them to the third party in any methods and excu.
3) Party B shall undertake the after-sale rvice for the end urs in the territory aforesaid. Any
charge happened during after-sale rvice shall be borne by two parties according to after-sale rvice terms in this agreement
4) Party B shall keep commercial cret for Party A.
9.Consignment terms:
1) Delivery date: If the quantity of the order is below 10 units (Includes 10 units), Party A will deliver
cargo in 15 days after receipt of payment. If the quantity of the order is more than 10 units, Party
A will deliver cargo in 30 days after receipt of payment.
海淀实验小学划片2) Party A should give Party B a written shipment advice by e-mail or by fax when the goods are
ready. Party B should inform Party A the details of the Consignee and the freight forwarder if necessary within 5 working days after receipt of the advice. Otherwi the delay responsibility should be undertaken by Party B.
10.Payment terms:
1) Party A insist that all the payment before delivery, so Party B should transfer all the payment according to the proforma invoice issued by Party A into bank account assigned by Party A timely before the delivery. Party A would not be held responsible for the late delivery without receipt of all the payment.
2) Party B shall never delay the payment due to Party A with any excu or method.
11.After-sale rvice terms
1) Warranty: Party A shall provide after-sale rvice warranty for the
重庆编程培训18 months for main unit, 6 months for accessories,外表英文
from the date of the delivery.(date shown on the AWB or B/L).
2) For the maintenance caud by non-artificial factor in warranty, Party A must provide replacing
parts free of charge after receiving the defective parts from Party B. Party A should undertake the freight of the parts from Beijing to and Party B should undertake the freight of the defective parts from to Beijing.
3) Party A should supply Party B the spare parts ud in maintenance at special price. The special
price lists plea refer to the Annexure A. And the amount of the spare parts cannot exceed the 10% of the total amount of the purcha orders from Party B.
4) The warranty period would not renew when Party A repairs the failure unit.
5) Without the permission of Party A, any replacement or repair is not allowed.
Party A has right to refu this kind of repair.
6) To the failure parts or units out of warranty, Party A can provide repair rvice and the parts for replacing under the value of commercial invoice.
12.Force majeure terms
In the duration of this Agreement, Either of two parties herein shall not be held responsible for failure or delay to perform all or any part of this agreement due to flood, fire, earthquake, draught, war or any other events which could not be predicted, controlled, avoided or overcome by the relative party. However, the party affected by the event of Force Majeure shall inform the other party of its occurrence in writing as soon as possible and thereafter nds a certificate of the event issued by the relevant authorities to the other party within 15 days after its occurrence.
blockquote
13.Compensation terms
1) Party A and Party B should never delay delivery or the payment, and each of the parties couldn’t
terminate this agreement unilaterally (Except Force majeure), otherwi would be treated as breach of this agreement.
2) If there is breach of agreement, each party can terminate this agreement, or renegotiate new
sales agency agreement and detailed terms.
14.Validity of Agreement
This Agreement shall come into effect from May 1st,2012 to April 30th,2013 after which it shall continue for the further periods of 12 (twelve) months each, unless terminated by either Party giving to the other Party thirty (30) days prior written notice.
15.Termination terms
1) This agreement would be terminated when following conditions occur:
a) Occurs breach of agreement and not renew in one month.
b) Occurs Force majeure.
c) This agreement matures and the two parties both have no idea to continue.
2) Additional condition
a) Above, if either of two parties herein wishes to terminate this agreement, one shall inform, in writing,
the other party 30 days prior. This agreement would be terminated after negotiation and written confi
rmations by two parties hereto, otherwi the party who propos termination would be held responsible for the breach of agreement, and undertake relative responsibility.
3) If party B cannot achieve the minimum sale assignment on time stipulated in Article 5. Party A has right to terminate this agreement and would not bind himlf to this agreement.
4) Within one year from the date of the termination, either of two parties herein shall not reveal the contents of this agreement and relative technologic materials to another party. Otherwi, the damaged party could keep the right to accu the other party legally.
5) This agreement may be cancelled by either party with 90 days written notice.
16.Arbitration
All disputes arising fro m the execution of this Agreement shall be ttled on the ba of this agreement’s items through friendly consultations. In ca no ttlement can be reached, the ca in dispute shall then be submitted to the Foreign Trade Arbitration Commission of the China Council for the Promotion of International Trade for arbitration in accordance with its provisional rules of procedure. The decision made by this Commission shall be regarded as final and binding upon both parties. Arbitration fees shall be borne by the losing party, unless otherwi awarded.
17.Other Terms & Conditions
1) In the duration of this Agreement, if either of two parties herein disagrees with the price in this
agreement, he can negotiate with the other party to make adjustment, but before getting further agreement, the price in this agreement is still valid.
2) If either of two parties herein disagrees with some terms or conditions in this agreement, he can
notice the other part in writing, The new agreement resulted from negotiation would be the attachment of this agreement.
Party A: Beijing Safe Heart Technology Co., Ltd. Party B: xxx company
Authorized Reprentative: Authorized Reprentative:
Signature: Signature:
