International Sales Representative Contracts
This Agreement is dated _________, _________, _________ and is entered into between the _________ (the "Manufacturer") and the _________ (the "Sales Representative"). The parties acknowledge that the Manufacturer manufactures and sells _________ (a description of the Goods or the goods listed in the Annexes to the Agreement) and wishes to hire a sales representative to quote and sell the Goods for the Manufacturer in the _________ (country name).
Accordingly, the parties have entered into the following agreement to comply with:
1．指定（appointment）
The manufacturer appoints a sales representative to retail its goods to individuals and companies that have business in the _________ (country name) in accordance with the terms and conditions of this agreement.
2．销售代表的义务（obligations of sales representative）
The sales representative agrees to actively sell and promote the product within the _________ (country name) on behalf of the manufacturer. The Sales Representative will promptly deliver all Customer's orders to the Manufacturer, and in no event shall exceed _________ (days) days after receipt of the order. Sales Representatives shall not promote, advertise, quote, or sell any other product that is identical or very similar to or that competes with the product. The sales representative will adhere to the manufacturer's rules regarding prices, charges, terms and conditions in relation to the sale of products, which are subject to change. In order to achieve maximum sales results within the _________ (country name), the manufacturer will develop these rules in consultation with the sales representative, and the manufacturer will make the final decision. If there is a change, the manufacturer will notify the sales representative in writing at least _________ days (days) before these rules are actually implemented.
3. Term
This Agreement shall be for a period of _________ days from _________, _________, _________ to _________, _________, _________, and shall remain in force for _________ days thereafter, unless either party notifies the other party in writing of its intention not to renew the Agreement. This notice must be submitted to the other party by certified mail within _________ days prior to the end of the then-current agreement term.
4．制造商的义务（obligations of manufacturer）
The manufacturer agrees to manufacture and stock sufficient quantities of the product to ensure and secure the sale to the sales representative. The Manufacturer will invoice the Customer or approve the Customer's order and improve the Product to the Customer in accordance with the Manufacturer's specifications. If the manufacturer modifies or stops the production of any product, the manufacturer will immediately notify the sales representative and provide an alternative product. If the Sales Representative refuses to sell the Substitute Product, this Agreement will terminate and the parties will no longer have any claims or liability to each other.
5．佣金（commissions）
For services performed under this agreement, the manufacturer will pay a commission to the sales representative, the amount of which is calculated in proportion to the _________ (numeric) % of the published wholesale price of the goods sold. Commissions payable are remitted to the sales representative on a monthly basis within 1 month of the month in which the product is delivered to the customer, and all remittances due are paid in _________ (currency name).
6．独立合同关系（independent contractor relationship）
The Sales Representative acknowledges and agrees that the relationship that this Agreement is intended to create is that of an independent contractor and not of an employee. This Agreement shall not be construed as an attempt to create a partnership, joint venture, fiduciary or other similar relationship in which neither party shall be liable for the debts or obligations of the other party and neither party shall have the right to bind the other party under any contract. Sales representatives are free to hire or independent contractors, and manufacturers have no right to restrict, fire, or employ such persons. It is the responsibility of the sales representative to ensure that all legal requirements for doing business in _________ (name of country) are met. In addition, the sales representative is responsible for paying all taxes and fees incurred in the sale of the product within (name of country). At the manufacturer's reasonable request, a sales representative will assist in delivering the product to the customer.
7．知识产权（intellectual property rights）
The Sales Representative understands that the Manufacturer owns all valuable property rights relating to the Products, including trademarks, names, designs, patents, and trade secrets ("Intellectual Property Rights"). Sales reps are not granted any of these rights. The sales representative shall not own any intellectual property rights of the manufacturer on his or her behalf. All ads must state that the manufacturer owns the intellectual property rights in the advertisement, and all ads must be reviewed and approved by the manufacturer before being published or published. Violation of this provision will result in immediate termination of this Agreement.
8．转让（assignment）
Neither party may assign this Agreement to another party without the written consent of the other party. No assignment shall have the effect of transferring the responsibilities of the assignor, and the assignor will continue to be liable and liable under this Agreement.
9．违约的补救办法（remedies for violations）
Both sides agree that they want to establish a mutually beneficial relationship, and to that end they will try to resolve any differences between them through friendly consultations. However, in the event of a dispute that cannot be resolved in this way, the parties will submit the dispute to the _________ Arbitration Association for binding arbitration on both parties. This clause will not limit any available remedies available to the manufacturer against the sales representative for infringement of its intellectual property rights.
10．修改（modification）
This agreement can only be amended if signed by both parties.
11．通知（notices）
All notices in the Agreement shall be in writing to the other party's address specified in the Agreement. If one party changes its address, it shall notify the other party within _________ days (days) after the change takes effect. The date of receipt of the notification is deemed to be the date of delivery.
12．双方意向（intention of parties）
The manufacturer and the sales representative have executed this agreement to demonstrate that the parties' intentions are bound by its terms. The parties declare that this agreement constitutes their entire agreement and supersedes any prior negotiations, agreements and representations between the parties. Each party was encouraged and had the opportunity to receive advice from independent experts, including lawyers and accountants, and each party made its decisions independently and with the responsibilities set out in the agreement.
| Manufacturer (stamped): _________ | Sales Representative (Signed): _________ |
| Representative (Signature): _________ | |
| Address:___________________ | Address:___________________ |
| _____________Month____ | _____________Month____ |
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