International Agent Contract
Principal:
Address:
Post Code:
Tel:
Fax:
E-Mail:
Agent:
Address:
Post Code:
Tel:
Fax:
E-mail:
Contract Number:
Signature Date:
Signature Place:
CONTENTS
1 Scope of Authority: (2)
2 Rights and obligations of the Agent (2)
3 The rights and obligations of the Principal (4)
4 Non-exclusive agency /Exclusive agent (5)
5 Commission and Reimbursement (5)
6 Confidentiality and Intellectual Property Right (7)
7 Termination of this Contract (8)
8. Unconcluded business (8)
9. Damages (8)
10 Force Majeure (9)
11 Return of documents and samples (9)
12 No Partnership (9)
13 Severability (9)
14 Non-Waiver (10)
15 Governing Language (10)
16 Applicable Law (10)
17 Arbitration (10)
This Contract is made on the (month, date) of (year ) between
)
and
, located at .（hereinafter referred to as “” or “Agent”）
WHEREAS
The Principal has products and services and intends to promote these products through commercial Agent.
The Agent has the market knowledge, experience and commercial network connected to the market of .
The Principal agrees to appoint the Agent as it’s A exclusive; B non-exclusive Agent within the territory of for project , and the Agent agrees to accept the appointment.
In consideration of the mutual covenants and agreements herein contained, the Parties hereby agree as follows:
1 Scope of Authority:
1.1Scope of Products and Service：
1.1.1 Transformer and related project;
1.1.2 Transmission line and related project;
1.1.3Substation
1.1.4
.
1.2Scope of territory: In the region of A. (country); B (region) C (region) .
1.3 Contract Term: This Contract shall be valid for years starting
from to unless terminated before the expiration date according to clause 7.
2 Rights and obligations of the Agent
2.1 The agent has the right to
2.1.1 Request for the information and document necessary to conduct the entrusted business;
2.1.2 Request for the commission when the commission is due;
2.1.3 Contact the potential clients and refer itself as the Principal’s agent;
Optional
A. Act under the Principal’s name with prior consent of the Principal in
writing;
B. Assist the Principal with its preparation and implementation for the project
contract introduced by the Agent;
C. Conduct necessary after-sales service;
D. Collect the payment of the Goods;
E. Participate the negotiation between the Principal and its potential client
introduced by the Agent if necessary.
2.2 The obligation of the Agent
2.2.1 General obligation
A. Conduct the entrusted matters diligently and cautiously;
B. Exercise its power within which is authorized by the principal and shall not go beyond the scope of his power,
C. Non-competition
Not to engage in the activities to compete directly or indirectly with the Principal’s products and service within the territory of during the contract period and years thereafter. Not to commit any act in contradiction with the purpose of this Contract.
D. Not to provide any assistance or services to any other party who provide the same or similar product and service of the Principal, not to compete with the Principal by any third party, regardless of whether or not the Agent gets profit from any such act or competition within the territory of during the contract period and years thereafter.
E．Not to assignment and sub-agent: The Agent shall not assign his right or obligation under this Contract to any third party or to recourse to sub-agents without prior consent of the Principal.
Optional:
Any products or project the Agent is entrusted to act as agent, distributor or manufacturer is disclosed in Annex 2 to this Contract.
2.2.2 Special obligation of the Agent (Optional)
A. Explore the market and find any opportunity for selecting the reliable Groups and investors willing to invest in the Products and Service the Principal provides.
B. Establish effective strategic sales plan aimed at the entrusted Goods within the Agent territory. The plan shall be updated every months or weeks and be submitted to the Principal.
C. Report to the Principal progress of the agency every days and report promptly of the substantial information.
D. Provide regularly substantial marketing information to the Principal, introduces the Principal to all potential clients and coming investors within the territory of , and provide help to the Principal to open the local market.
E. Provide regularly to the Principal detailed reports about the competitors’activities, about the relevant laws and Governmental regulations of the government, such as import regulations, marks, technical specifications, safety requirement, and about its discussion with the related investors.
F. Procure the Tender Documents desired by the Principal at the Principal’s cost and communicate with the Principal in time，so that the Principal obtains the authentic and detailed conditions of the owner of the project and make a proper decision.
G. Provide all types of services upon request to any delegation of the Principal to , including but not limit to supporting the delegation of the Principal on obtaining related certificate, visas, document of approval, accommodation, and transportation.
H. Work with the Principal on all the activities related the project preparation, biding and the signing of the project contract, as well as the performance of such project contract
I. Provide his best assistance, advice and guidance on how the projects should be pursued and how to best proceed with them.
3 The rights and obligations of the Principal
3.1 The Principal is entitled to:
A．Final determination on entrusted matters, including to determine or to vary the price of Goods, to reject a proposal from the potential client;
B. Supervise and instruct the Agent’s activity;
C. Participate to deal with the entrusted business directly.
3.2 The obligations of the Agent
3.2.1 Provide to the Agent with the information and documents necessary to conduct business;
3.2.2 Pay the commission to the Agent when the conditions of payment are met;
3.2.3 Be responsible for the quality of the Goods.
4 Non-exclusive agency /Exclusive agent
Alternative A. Exclusive agent
4.1 The Principal authorizes the Agent to be the exclusive agent for____ project / area/country. The principal shall participate in the entrusted business directly or through any other person or corporation.
Alternative B. Non-exclusive agent
4.1 The Principal authorizes the Agent to be the non-exclusive agent
for project/area/country. A. The Principal is entitled to appoint other agent(s) within any of the scope of authority of this Contract B. The Principal is entitled to operate business and search for potential clients itself.
4.2 If any project introduced by the Agent had been introduced to the Principal by other agent earlier than the Agent, or the Principal had the information of such project and had substantive contacted with the owner of the project regarding pursuance of the project before the Agent’s introduction. The Principal shall give notice to the Agent in writing within days, informing the Agent of the prior introduction and substantive contact. The Agent then shall stop further action with the project unless requested by the Principal to do so.
4.3 The commission paid from the Principal to the Agent shall not cover any project introduced by other client or awarded directly to the Principal by the owner of the project.
5 Commission and Reimbursement
5.1 Commission
A. The commission is % of the price of the bidding project;
B. The commission is % of the price of the contract between the Employer and the Principal;
C. The commission is % of the price higher than the reserve price of the Principal.
D. Floating commission
% of the contract price when the project price reaches ;
% of the contract price when the project price reaches ;
% of the contract price when the project price reaches .
E Others
5.2 Payment of commission
A. Commission against the payment of contract between the client and the
principal
B. in case of installment payment, commission against the received payment pro rata of the contract between the client and the principal
5.3 Payment condition of commission
5.3.1 The commission arises on the condition that the Principal wins the bid and contract is signed by and between the Principal and the Employer through the Agent’s work. If the project information of project, the information of business opportunity or an order is rejected by the Principal, no commission shall arise.
5.3.2 Minimum transaction
5.3.2.1 Within the first year of this Contract, of minimum contract price shall be guaranteed by the Agent and % increase for each year during the contract period shall be guaranteed.