独家代理销售合同英文Exclusive Sales Agency AgreementThis Exclusive Sales Agency Agreement (the “Agreement”) is made on the [date] between [Company A], a [country] corporation, with its principal place of business at [address] (“Principal”), and [Company B], a [country] corporation, with its principal place of business at [address] (“Agent”).WHEREAS, Principal is engaged in the sale of[products/services]; andWHEREAS, Agent desires to serve as the exclusive sales agent for the sale of such products within the territories of [territories];NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:1. AppointmentPrincipal hereby appoints Agent as its exclusive sales agent in the territories of [territories] for the sale of [products/services]. Agent accepts such appointment and agrees to use its best efforts to promote and sell such products in the territories and to act ingood faith in the performance of its obligations under this Agreement.2. TermThis Agreement shall commence on [date] and shall continue for a period of [term] (the “Term”), unless earlier terminated as provided herein. This Agreement may be renewed upon mutual agreement of the parties.3. TerritoryThe territory of this Agreement shall be the territories of [territories].4. Sales and MarketingAgent will use its best efforts to promote and sell the products in the territories. Agent shall conduct its activities in accordance with all applicable laws and regulations.5. Pricing and PaymentPrice of the products sold shall be set by Principal. Agent shall be entitled to a commission based on the value of the products sold during the Term. Commission rates and payment terms shall be as set forth in Schedule A attached hereto.6. Obligations of AgentAgent shall perform its duties hereunder in a diligent and professional manner. Without limiting the generality of the foregoing, Agent shall:(a) devote sufficient time and resources to the selling activities contemplated hereunder;(b) maintain appropriate facilities and personnel necessary for the purposes of selling the products;(c) keep accurate records of receipts, sales and returns relating to the products;(d) provide such reports as may be reasonably requested by Principal from time to time; and(e) not engage in any activities that would harm the reputation of Principal.7. Obligations of PrincipalPrincipal shall perform its duties hereunder in a diligent and professional manner. Without limiting the generality of the foregoing, Principal shall:(a) provide Agent with all necessary sales and marketing materials;(b) provide technical assistance and training to Agent, as necessary;(c) timely deliver the products to Agent;(d) provide such reports as may be reasonably requested by Agent from time to time; and(e) not engage in any activities that would harm the reputation of Agent.8. Termination(a) Either party may terminate this Agreement at any time upon [notice period] days prior written notice.(b) Either party may terminate this Agreement immediately upon the other party’s breach of a material term of this Agreement.9. RemediesIn the event of any breach of this Agreement by either party, the non-breaching party shall have any and all rights and remedies available under law, including without limitation the right to recover damages and terminate this Agreement.10. Governing LawThis Agreement shall be governed by and construed in accordance with the laws of [country].11. ConfidentialityAgent shall keep confidential and not disclose to any third party any information it obtains in connection with this Agreement, except as required by law.12. Entire AgreementThis Agreement constitutes the entire understanding of the parties and supersedes all prior negotiations, understandings and agreements between them, whether verbal or written. This Agreement may not be amended except in writing signed by both parties.IN WITNESS WHEREOF, the parties have executed this Exclusive Sales Agency Agreement as of the date first above written.[Company A]By:Name:Title:[Company B]By:Name:Title:Schedule A – Commission RatesThe commission rate payable to Agent shall be [rate]% of the net sales value of the products sold by Agent in the territories.Payment of commission shall be made [payment terms].。