September 2, 2020
CONTRACT OF AUTHORIZATION ON PRODUCTS DISTRIBUTION
Party A ( Manufacture ):
Party B( Distributor）:
On the basis of the principal of equality and mutual benefit, through friendly consultation, whereas Party A agrees to entrust Party B to sell the products of Party A ，now this presents witness that is hereby agreed between the parties hereto as follows:
1,A hereby appoints the B as the global Distributor for the distribution, sale and promotion of the Goods all over the world (“Territory”) upon the terms and conditions hereinafter contained.
2,A shall not sell or otherwise make available the Goods to anybody from or about whom A knows or has reason to know that such person might sell those Goods to B’s customers.
3,B’s General Duties
B agrees and undertakes with the A that, for the duration of this Agreement the B shall punctually and faithfully observe the following:
(1), It shall use its best endeavours to promote and extend the sale of the Goods throughout the Territory.
(2), B shall not sell the Goods to A’s Customers, unless authorized in writing by A, for the duration of this Agreement.
(3 ),Except for otherwise expressly provided herein, any contracts for the sales of the Goods by B to its own Customers shall be exclusively concluded between B and its Customers. B shall have the sole right to offer and/or accept terms and conditions of such contracts.
4 . A’s Obligations :
(1)A shall in no manner whatsoever modify the price for the duration of this Agreement.
(2)A shall be obligated to timely respond to B’s letter, fax, notice, telephone and other inquiry.
(3) Except for otherwise expressly provided herein, A shall have no right to receive from B’s Customers any payment for the Goods.
(4)Party A agree provide concerned advertisement material for Part B including supplying
catalogues, leaflets, documents and big advertisement pictures.
5. Intellectual Property
Except as expressly authorized by the Manufacturer, the Distributor shall have no rights in respect of any trade names or trade marks used by the Manufacturer in relation to the Products of the goodwill associated therewith, and the Distributor hereby acknowledges that, except as expressly provided in this Agreement, it shall not acquire any rights in respect thereof and that all such rights and goodwill are, and shall remain, vested in the Manufacturer.
6, Representation and Warranty
Each Party hereby represents and warrants that neither the execution and delivery of this Agreement, nor the consummation of the transaction contemplated hereunder, nor compliance with any of the provisions of this Agreement, will conflict with, violate, result in a breach of, constitute a default (or an event that, with notice or lapse of time, or both, would constitute a default) under, or require any authorization, consent, approval, exemption or other action by or notice to any court or other governmental body or any other person under any of the terms, conditions or provisions of any contract or other agreement or to which such Party is bound.
7. Term and Termination
The duration of this Agreements is months after the execution hereof
8,Either Party shall have the right to terminate this Agreement as of right and without judicial recourse, upon giving notice to the other Party, under any of the following circumstances:
9. Non-Assignment .
Neither Party shall have the right to assign the benefit of this Agreement (or any part of it), without the prior written approval of the other Party.
The Agreement is in duplicate and each party held one copy. Other issues shall be negotiated and signed as the attachments of the agreement. And all the attachments of this Agreement have the same legal force with this Agreement. The Agreement has both Chinese and English versions and the both versions have the same legal force. Any kinds of copy (faxed or scanned copy) of this Agreement and its attachments which to be signed will have the same legal force as the original copy.
Party A (Manufacturer):
Party B (Distributor）: