Agency Contract

Party A:

Party B:

This contract is made out by and between Party A and Party B based on the principle of mutual benefits through friendly consultation subject to the terms and conditions set out as below:

Article 1 Matters Entrusted

Party A entrusts Party B to act as an agent of__________in__________Province (City). The duration of the power of agency is from__________to__________.

Article 2 Conditions of Agency

Party B shall pay RMB__________of security deposit for outright purchase of regional sale power of the products to Party A as of the date of signature. The minimum sales volume of three months for Party B shall be__________and that of the whole year shall be__________. If Party B fails to reach the above said minimum sales volume or sales volume of the whole year, Party A is entitled to terminate the contract without preconditions, cancel the agency qualification of Party B and entrust another agent in Party B¨s location and Party B shall not intervene in it.

 

Article 3 Payment

Party B shall in advance pay up the goods payment for each order (If Party A renders assistance to Party B to pay for the freights, Party B shall pay both goods payments and freights to Party A).

Article 4 Shipment and Delivery

Party A can render assistance to Party B to make goods consignment and purchase transportation insurance on the premise that Party B bears relevant expenses. Party A shall deliver the goods to the appointed place on the agreed date of delivery. Party B shall be responsible for the discharge and carrying.

Article 5 Purchase List (Unit: RMB)


Article 6 Quality Assurance

Party A promises to repair the quality defects of the products for free for one year. Meanwhile, the customers can enjoy lifelong maintenance of the products and only need to pay for the parts and labor.

Article 7 Market Operation and Protection

(1) Party B can share the marketing network and company website of Party A;meanwhile, shall be responsible for promotion.

(2) Party B shall not sell the goods with a price lower than the base price. In case of price adjustment, Party B shall issue price instruction unitedly.

(3) If other agents of the products operate beyond his authorized scope and disturb the normal operation of Party B, Party A shall assist Party B to prevent the agents from selling the products in Party B¨s authorized agency region.

(4) Party B shall not sell the products in the agency regions of other agents. If expansion of business scope is necessary for Party B, Party B can expand its scope upon Party A¨s agreement and coordination and conclusion of supplementary agreement.

(5) Party B is liable for protecting the intellectual property rights of Party A during the period as an agent of Party A and shall not conduct any behavior impairing the image, reputation and honor of Party A and shall operate lawfully, otherwise Party A is entitled to claim economic compensation and ascertain Party B¨s responsibility and terminate the contract.

(6) Party B is prohibited from multi-regional operation, otherwise Party A is entitled to cancel the qualification of Party B as an agent and take Party B as a distributor.

Article 8 Miscellaneous

(1) The two parties shall conduct friendly consultation over the matters failing to be described in this contract and take them as the supplementary clauses of this contract to be carried into effect.

(2) Any of the two parties violating any article of this contract shall be regarded as violation of the contract and the other party is then entitled to cancel this contract and all the articles of the contract become invalid.

(3) This contract is prepared in duplicate and each of the two parties shall keep one of them which have the same legal force. The contract becomes effective as of the date of both parties¨ signature and seal.

(4) The final power of interpretation of this contract is subject to Party A.

Legal representative of Party A                  Legal representative of Party A

Tel:                               Tel:

Address:                             Address:

Date:                               Date: