The following is the “Dealer and Manufacturer Agreement” template recommended for you; I hope it can be helpful to your work, study, and life; welcome to read and refer!
Party A (dealer): Party B (manufacturer):
Legal address: Legal address:
Legal representative: Legal representative:
Job: Job :
ID number: ID number:
Mailing address: Mailing address:
Postal Code: Postal Code:
Because Party B has the patented technology, R&D, and production capacity series of products and Party A can promote the market, parties A and B are based on voluntary equality and honesty principles and credit and win-win cooperation. After a friendly negotiation, Party A will distribute Party B’s TOUCH CTV. — For matters related to CLOUD series products, enter into the following contract terms and abide by them.
1. Purpose and duration of the contract
1. Purpose of the contract(contract manufacturing services):-
through the joint efforts and cooperation of both parties, to develop the market in a reasonable and orderly manner, obtain market expansion, create market sales revenue, effectively protect the legitimate rights and interests of both parties, and to establish a win-win cooperation relationship.
2.. The way of distribution cooperation:
1. Party B is the manufacturer, Party A is the seller, and both parties are independent legal and economic entities, operating independently and responsible for their profits and losses.
2. Party B authorizes Party A to be the regional industry distributor and after-sales service maintainer. Party A shall carry out activities such as product promotion, sales, and after-sales service in the name of Party A within the scope of authorization of Party B.
3. The rights and obligations of both parties
1. Party B’s rights
( 1 ) Party B has the right to regulate and manage the market and formulate and adjust market prices.
( 2 ) Party B has the right to protect its intellectual property rights and maintain its corporate image, reputation, and brand value.
( 3 ) Party B has the right to consult and know about Party A’s business and promotion activities. When Party A sells illegally, it has the right to check Party A’s account and cancel the distribution authorization according to the situation.
4. Party A’s rights
( 1 ) Party A has the right to operate independently within the scope authorized by the contract.
( 2 ) Party A has the right to obtain support and services from Party B by the contract.
5. Product procurement and settlement methods
1. Party B shall make a unified national quotation following the annual market policy,
2. Party B shall provide products to Party A according to the dealer’s purchase price (refer to the appendix of this contract).
3. Both parties A and B shall start stocking the goods according to the prepayment of 30% of the deposit for each order and carry out the purchase settlement by clearing the payment and shipping.
4. After receiving all the purchase payments from Party A, Party B will deliver the products to the city designated by Party A according to the time agreed in the purchase order.
5. The place of delivery of the products purchased by Party A is the freight station in the city where Party A’s company is registered. The transportation method is road or rail transportation.
6. Sales and Rewards
1. Party B does not charge any franchise fee. Party A must purchase two TOUCH CTV – CLOUD series products from Party B when signing the distribution contract to obtain the distributor qualification.
2. The comprehensive indicators of Party B are the annual sales volume stipulated by Party A.
3. To encourage the enthusiasm of the dealers to operate the market, Party B will give different levels of rewards at the end of the year (within one fiscal year from the date this contract takes effect) depending on the annual sales of Party A.
( 1 ) Reward principle:
Party A will reward Party B when Party A completes the annual sales volume stipulated by Party B, returns payment on time and does not violate the contract. See the attachment for reward rules.
( 2 ) Reward cashing:
The sales payment is fully recovered within one month after the annual contract expires.
7. training and after-sales service
1. Party B shall, on the premise of not affecting the regular operation of Party A, regularly or irregularly conduct counseling, inspection, and assessment of Party A’s business activities. Party A shall follow the advice and guidance of Party B or its appointed supervisor during operation.
2. Party A shall maintain complete and accurate transaction records and submit to Party B the financial statement of the previous month’s total operating income before the 5th of each month.
3. During the validity period of this contract, Party B shall provide business training to Party A or its personnel designated to undertake management duties every year. The training fee shall be borne by Party B, but the participants’ travel expenses shall be borne by Party A.
4. During the validity period of this contract, Party B shall continue to provide Party A with necessary marketing, service, or technical guidance for business operations and provide Party A with necessary assistance.
5. The products provided by Party B for Party A shall be guaranteed in strict accordance with the quality assurance book provided by Party B and relevant national regulations.
8. Intellectual property rights
1. Party B permits Party A to use the trademarks (trade names, logos), patents, copyrights, trade secrets, etc., owned by Party B.
2. Party B’s rights to the trademarks (trade names, logos), patents, copyrights, trade secrets, etc. licensed to Party A are limited to the purpose of sales agency business;
3. If Party A discovers that a third party infringes on Party B’s intellectual property rights or any illegal activity detrimental to Party B’s interests, Party A shall report to Party B according to the facts. We shall do our best and follow Party B’s instructions to help Party B not be harmed by such acts.
4. Within 2 years after the termination of this contract, Party A cannot produce and sell similar products to compete, and within 2 years after the termination of this contract, Party A cannot represent other similar products to compete.
5. All product designs and descriptions belong to Party B, and Party A shall return them to Party B when the agreement is terminated.
9. Contract assignment
1. During the validity period of this contract, Party A shall operate the agency business independently, and it is forbidden to transfer all or part of the agency sales business to a third party for operation and management by contracting, leasing, cooperation, entrustment or any other means.
2. Party A shall not assign this contract without the written consent of Party B.
X. Contract modification(Quality Management Solutions)
1. To meet the needs of market competition, Party B has the right to make appropriate changes to this contract, but the changes must be in good faith and reason. They must not conflict with the content of the main contract and the subsidiary agreement in the annex to the contract.
2. Party B shall notify Party A of the reasons, feasibility, and related matters for the contract modification 15 days before the specified modification time.
3. Party A shall implement changes within the agency scope following Party B’s regulations and promptly report the implementation to Party B.
4. When the contract expires, and the contract is renewed, Party B has the right to replace this contract with the newly formulated sales agency contract. Amendments to this contract shall be based on reasonable and bona fide principles, and the newly formulated sales agency contract text shall apply to all agency sellers.
11. Termination of the contract
1. This contract is terminated due to the following circumstances:
( 1 ) Upon the expiration of the contract term, both parties shall not renew this contract;
( 2 ) Both parties shall terminate this contract through written agreement;
( 3 ) The purpose of the contract cannot be achieved due to force majeure;
( 4 ) Before the expiration of the contract term, one of the parties expressly or by its behavior indicates that it will not perform the primary obligations of the contract;
( 5 ) One of the parties delays the performance of the primary obligations of the contract and fails to perform within a reasonable period after being urged;
( 6 ) The parties have other breaches of contract or illegal acts that make the purpose of the contract impossible to achieve;
( 7 ) One party declares bankruptcy or dissolution;
( 8 ) The court, government, and other administrative actions require one party to terminate the business;
2. After the termination of this contract, Party A shall immediately stop using any of Party B’s logos and intellectual property rights related to agency sales.
3. Party A shall return all items provided by Party B for the performance of this contract within 10 days from the date of termination of this contract, including documents and their copies or any other reproductions.
12. Validity of the contract
This contract takes effect from the date when both parties or their legal representatives or authorized representatives sign and affix the company’s official seal or the contract’s special seal.
The validity period is from the date of signing the contract to December 31, 2022 _ _ end.
This contract is in 2 original copies; each party holds 1 copy with the same legal effect.
Party A (seal): Party B (seal):
Legal representative (signature): Legal representative (signature):
Attorney (Signature): Attorney (Signature):
Account Bank: Account Bank:
Place of signing: Place of signing:
_________year____month____day_______year____month____day _ _ _ _ _ _ _ _ _ _ _