This Agreement is entered into between the parties concerned on
the basis of equality and mutual benefit to develop business on
terms and conditions mutually agreed upon as follows:
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.
Commodity and Quantity or Amount
It is mutually agreed that Party B shall undertake to sell not
less than... of the aforesaid commodity in the duration of this
In ... only.
Confirmation of Orders
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.
After confirmation of the order, Party B shall arrange to open
a confirmed, irrevocable L/C available by draft at sight in favour
of Party A within the time stipulated in the relevant S/C. Party
B shall also notify Party A immediately after L/C is opened so
that Party A can get prepared for delivery.
Upon the expiration of the Agreement and Party B's fullfilment
of the total turnover mentioned in Article 2, Party A shall pay
to Party B... % commission on the basis of the aggregate amount
of the invoice value against the shipments effected.
Reports on Market Conditions
Party B shall forward once every three months to party A detailed
reports on current market conditions and of consumers' comments.
Meanwhile, Party B shall,from time to time, send to party A samples
of similar commodities offered by other suppliers, together with
their prices, sales information and advertising materials.
Advertising & Publicity Expenses
Party B shall bear all expenses for advertising and publicity
within the aforementioned territory in the duration of this Agreement
and submit to Party A all patterns and/or drawings and description
for prior approval.
Validity of Agreement
This Agreement, after its being signed by the parties concerned,
shall remain in force for... days from ... to ... If either Party
wishes to extend this Agreement, he shall notice, in writing,
the other party one month prior to its expiration. The matter
shall be decided by the agreement and by consent of the parties
hereto. Should either party fail to implement the terms and conditions
herein, the other party is entitled to terminate this Agreement.
All disputes arising from the execution of this Agreement shall
be settled through friendly consultations. In case no settlement
can be reached, the case 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
Other Terms & Conditions
Party A shall not supply the contracted commodity to any other
buyer(s) in the above mentioned territory. Direct enquiries, if
any, will be referred to Party B. However, should any other buyers
wish to deal with Party A directly, Party A may do so. But party
A shall send to Party B a copy of Sales Confirmation and give
Party B...% commission on the basis of the net invoice value of
Should Party B fail to pass on his orders to Party A in a period
of ... months for a minimum of ..., Party A shall not bind himself
to this Agreement.
For any business transacted between governments of both Parties,
Party A may handle such direct dealings as authorized by Party
A's government without binding himself to this Agreement. Party
B shall not interfere in such direct dealings nor shall Party
B bring forward any demand for compensation therefrom.
This Agreement shall be subject to the terms and conditions in
the Sales Confirmation signed by both parties hereto.
This Agreement is signed on ... at... and is in two originals；each
Party holds one.