国际代理协议_国际独家代理协议
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销售代理协议英文合同范本Sales Agency Agreement
号：NO：日期：Date：
为在平等互利的基础上发展贸易，有关方按下列条件签订本协议：
This Agreement is entered into between the parties concerned on the basis of equality and mutual benefit to develop busine on terms and conditions mutually agreed upon as follows:
1.订约人Contracting Parties
供货人（以下称甲方）：
销售代理人（以下称乙方）：
甲方委托乙方为销售代理人，推销下列商品。
Supplier:（hereinafter called “party A”）
Agent:（hereinafter called “party B”）
Party A hereby appoint Party B to act as his selling agent to sell the commodity mentioned below.2.商品名称及数量或金额
Commodity and Quantity or Amount
双方约定，乙方在协议有效期内，销售不少于**的商品。
It is mutually agreed that Party B shall undertake to sell not le than...of the aforesaid commodity in the duration of this Agreement。
3.经销地区
Territory只限在......In...only.4.订单的确认Confirmation of Orders
本协议所规定商品的数量、价格及装运条件等，应在每笔交易中确认，其细目应在双方签订的销售协议书中作出规定。The quantities, prices and shipments of the commodities stated in this Agreement shall be confirmed in each transaction, the particulars of which are to be specified in the Sales Confirmation signed by the two parties hereto.5.付款Payment
Agent shall strictly conform with any and all instructions given by Seller to Agent from time to time and shall not make any representation, warranty, promise, contract, agreement or do any other act binding Seller.Seller shall not be held responsible for any acts or failures to act by Agent in exce of or contrary to such instructions.Article
3.Territory The territory covered under this Agreement shall be exprely confined to ____(hereinafter called Territory)Aricle
4.Products The products covered under this Agreement shall be exprely conned to ____(hereinafter called products)Article
5.Exclusive RightIn consideration of the exclusive right here in granted, Seller shall not,dicectly of indirectly, sell of export products to Territory through other channel than Agent and Agent shall not sell, distribute or promote the sale of any products competitive with of similar to Products in Territory and shall not solicit or accept orders for the purpose of selling Proudest outside Territory.Seller shall refer to Agent any inquiry or order for products Seller may receive from others in Territory during the effective period of this Agreement.Article 6.Minimum Transaction and Price In the event that during one year(12 months)during the effective period of this Agreement, aggregate payment received by Seller from customers on orders obtained by Agent under this Agreement amounts to le than _____, Seller shall have the right to terminate this Agreement amounts to le than _____,Seller shall have the right to terminate this Agreement by giving thirty(30)days written notice to Agent.The seller shall from time to time furnish the Agent with a statement of the minimum prices and the terms and conditions of sales at which the goods are respectively to be sold.Article 7.ordersIn soliciting orders ,Agent shall adequately advise customers of the general terms and conditions of Sellers sales note or contract note and of any contract being subject to the confirmation of
acceptance by Seller.Agent shall immediately dispatch any order received to Seller for its acceptance or rejection.The seller shall have the right to refuse to execute or accept any such orders or any part thereof and the Agent shall not be entitled to any commiion in respect of any such rejected order or part thereof refused.Article 8.ExpensesAll expenses and disbursements such as cabling, traveling and other expenses incurred in connection with the sale of products shall be for the account of Agents, unle especially arranged.Further Agent shall, at this own expenses, maintain office(s), salesmen and others sufficient for the performance of the obligation of Agent in conformity with any and all instructions given by Seller.Article 9.CommiionSeller shall pay to Agent commiion in _____ currency at the rate of ______% of the net invoiced selling price of products on all order directly obtained by Agent accepted by Seller.Such commiion shall be payable every six months only after Seller receives the full amount of all payments due to Seller.Payments of such commiion shall be made to Agent by way of remittance.Article 10.Information and ReportBoth Seller and Agent shall quarterly and/or on the request of either party furnish information and market report each other to promote the sale of products as much as poible.Agent shall give Seller shall furnish with or without charge to Agent reasonable quantity of advertising literatures catalogues, leaflets, and the like as Agent may reasonably require.Article 11.Sales PromotionAgent shall diligently and adequately advertise and promote the sale of Products throughout Territory.Seller shall furnish with or without charge to Agent reasonable quantity of advertising literatures catalogues, leaflets, and the like as Agent may reasonably require.Article 12.Industrial Property RightsAgent may use the trademard(s)in connection with the sale of Products held by it in stock at the time of termination.Agent shall also acknowledge that any and all patents, tradeAgreement.If the renewal of this Agreement is agreed upon by both parties, thisby and between A.B.C.Co.Ltd.a corporation duly organized and existing under the laws of People's Republic of China,with its principal place of busine at ____(hereinafter called Seller)and X.Y.Z.Co.Ltd.a corporation duly organized and existing under the laws of ____,with its principal of busine at ____(hereinafter called Agent).Whereby it is mutuly
agreed as follows:Article 1.AppointmentDuring the effective period of this Agreement.Seller hereby appoints Agent as its exclusive agent to solicit orders for products stipulated in Article 4 from customers in the territory stipulated in Article 3 and Agent accepts and aumes such appointment.Article 2.Agent's DutyAgent shall strictly conform with any and all instructions gvien by Seller to Agent from time to time and shall not make any representation,warranty,promise,contract,agreement or do any other act binding Seller.Seller shall not be held responsible for any acts or failures to act by Agent in exce of or contrary to such instructions.Article 3.TerritoryThe territory covered under this Agreement shall be exprely confined to ____(hereinafter called Territory)Aricle 4.ProductsThe products covered under this Agreement shall be exprely conned to ____(hereinafter called products)Article 5.Exclusive RightIn consideration of the exclusive right herein granted, Seller shall not,dicectly of indirectly,sell of export products to Territory through other channel than Agent and Agent shall not sell, distribute or promote the sale of any products competitive with of similar to Products in Territory and shall not solicit or accept orders for the prupose of selling Produets outside Terrtory.Seller shall refer to Agent any inpuiry or order for products Seller may receive from others in Territory during the effective period of this Agreement.Aritcle 6.Mimimum Transaction and PriceIn the event that during one year(12 months)during the effective period of this Agreement,aggregate payment received by Seller from customers on orders obtained by Agent under this Agreement amounts to le than _____, Seller shall have the right to terminat this Agreement amounts to le than _____,Seller shall have the right to terminatethis Agreement by giving thirty(30)day's written notice to Agent.The seller shall from time to time furnish the Agent with a statement of the minimum prices and the terms and conditions of sales at which the goods are respectively to be sold.Article 7.ordersIn soliciting orders ,Agent shall adepuately advise customers of the general terms and conditions of Seller's sales note or contract note and of any contract being subject to the confirmation of acceptance by Seller.Agent shall immediately dispatch any order received to Seller for its acceptance or rejection.The seller shall have the right to refuse to execute or accept any such orders or any part thereof and the Agent shall not be entitled to any commiion in respect of any such rejected order or part thereof refused.Article 8.ExpensesAll expenses and disbursements such as cabling,traveling and other expenses incurred in connection with the sale of products shall be for the account of Agents, unle especially arranged.Further Agent shall, at this own expenses,maintain office(s), salesmen and others sufficient for the performance of the obligation of Agent in conformity with any and all instructions given by Seller.Article 9.CommiionSeller shall pay to Agent commiion in _____ currency at the rate of ______% of the net invoiced selling price of products on all order directly obtained by Agent accepted by Seller.Such commiion shall be payable every six months only after Seller receives the full amount of all payments due to Seller.Payments of such commiion shall be made to Agent by way of remittance.Article 10.Information and ReportBoth Seller and Agent shall quartely and/or on the request of either party furnish information and market report each other to promote the sale of products as much as poible.Agent shall give Seller shall furnish with or without charge to Agent reasonable quantity of advertising literatures catalogues,leaflets,and the like as Agent may reasonably require.Article 11.Sales PromotionAgent shall diligently and adequately advertise and promote the sale of Products throughout Territory.Seller shall furnish with or without charge to Agent reasonable quantity of advertising literatures catalogues,leaflets,and the like as Agent may reasonably require.Article 12.Industrial Property RightsAgent may use the trademard(s)inconnection with the sale of Products held by it in stock at the time of termination.Agent shall also acknowledge that any and all patents, tradeAgreement shall be renewed for another_________ year(s)period under the terms and conditions herein set forth,with amendments, if agreed upon by both parties.Unle this Agreement shall expire on _______.Article
14.TerminationIn case there is any nonperformance and/or violation of the terms and conditions including Article 5,6,11 under this Agreement by either party during the effective period of this agreement,the parties hereto shall do their best to settle the matter in question as prompt and amicable as poible to mutual satisfaction.Unle settlement should be reacher within thirty(30)days after notification in writing of the other party,such other party shall have the right to cancel this Agreement and the lo and damges sustained thereby shall be indemnified by the party responsible for the nonperformance and/or violation.Further in case of bandruptcy or insolvency or liquidation or death and/or reorganization by the third party of the other party ,either party may forth with terminate this Agreement without any notice to the other party.Article 15.Force MajeureEither party shall not be held responsible for failure or delay to perform all or any part of the due to Acts of God, Governmet orders or restriction or any other events which could not be predicted at the time of the conclusion of the Agreement and could not be controlled,avoided or overcome by the parties.Hovever, the party effected by the Event of Force Majeure shall inform the other party of its occurrence in Written as soon as poible.Article 16.Trade Terms and Governing LawThe trade terms under this Agreement shall be governed and interpreted under the provisions of 1990 Incoterms and this Agreement shall be governed as to all matters including valitity,construction,and preformance under the laws of People's Republic of China.Article 17.Arbitration:All disputes arising from the performance of the Agreement should be settled through friendly negotiations.Should no settlement be reached through negotiation, the case shall then be submitted for arbitration to the China International Economic and Trade Arbitration Commiion(Beijing)and the rules of this Commiion shall be applied.The award of the arbitration shall be final and binding upon both parties.The Arbitration fee shall be born by the losing party unle otherwise awarded by the arbitration organization.WITNESS THEREOF: This Agreement shall come into effect immediately after it is signed by boty parties in two original copies;each party holds one copy.A.B.C Corp.X.Y.Z.Corp.BY____________ BY____________
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