(a) In case of force majeure, the obligations of the party affected by force majeure under this contract will be automatically suspended within the delay period caused by force majeure, and its performance period will be automatically extended. The extended period shall be the suspension period, and the parties concerned shall not be punished or liable for it.
(b) The party affected by the force majeure shall immediately notify the other party in writing and provide the other party with sufficient evidence of the occurrence and duration of the force majeure within fifteen (15) days thereafter. It is suggested that the party affected by force majeure should also make every reasonable effort to eliminate the force majeure.
(。 In case of force majeure, both parties shall immediately negotiate to find a fair solution and make every reasonable effort to minimize the impact of force majeure.
(Non-competition clause)
(a) Functional explanation
"Non-competition" clauses are often found in contracts such as equity transfer, technology transfer and labor employment. Its purpose is to prohibit one party from competing with the other party after the termination of the contract. Its typical contents mainly include
Including restricting all parties from competing in a specific business category in a specific period and in a specific region.
2) Examples
Party B agrees not to participate in the manufacture, sale or distribution of any products distributed by Party B under this Agreement, whether as a principal, partner, agent, contractor or employee, during the term of this Agreement or within two years after the termination of this Agreement.
Party B promises not to engage in any products distributed by Party B under this contract as a principal, partner, agent, contractor or employee in the process of production, sales or distribution within two years after the termination of this contract.
-j =, intellectual property clause (intellectual property clause)
(a) Functional explanation
In the era of knowledge economy, the value of intellectual property can never be underestimated. Businessmen's goodwill and credit are closely related to their names and product marks, and the uniqueness of their goods is protected by means of patent and design registration. International businessmen know the value of these intellectual property rights, which will turn sunzhaoyang.cn's infringement of intellectual property rights into a big business. No matter whether the product is copied legally or illegally, reputation will produce value. If both parties to the contract do not protect their intellectual property rights, they will not only sell goods, but also sell intellectual property rights. Therefore, in today's commercial contracts, the terms for protecting intellectual property rights have become a standard general term.
IPR
Party A understands that Party B has the exclusive right to design, patent, trademark, trade name and company name related to Party B's goods ("intellectual property rights"). Party A has not been granted any intellectual property rights of Party B.. Party A will not use Party B's intellectual property as its own property, nor will Party B's intellectual property be registered in any country as its own. Party A acknowledges that its unauthorized use or registration of Party B's intellectual property rights, or any intellectual property rights similar to those confused or deceived by Party B, will be regarded as infringement of Party B's exclusive rights.
protect intellectual property rights
Party A knows the design, patent, trademark, trade name and company name of the goods sold by Party B ("knowing").
Intellectual property ") has exclusive rights. Party A has no right to own any intellectual property rights of Party B. Party A shall not.
Use Party B's intellectual property as if it were his own property, and Party B's intellectual property shall not be registered as his own property in any country. Party A acknowledges that its unauthorized use or registration of Party B's intellectual property rights, or intellectual property rights confused with Party B's intellectual property rights, will constitute an infringement of Party B's exclusive rights.
Notes and explanations:
1. If there is any possibility of rights at the beginning of the transaction between the two parties, the slow rights of intellectual property rights of trademarks, service marks, trade names, patents, designs and similar rights should be avoided. It often happens that after Company B made a small deal with foreign buyers, the buyers stopped buying.
Five or ten years later, when Party B decided to enter the importing country's market, it suddenly found that it was impossible to register intellectual property rights in that country, because Party A had already registered the same or similar trademarks, trade names or patents in that country. If the company tries to sell goods in this country, it will be sued for infringement. The only solution is to buy off the infringer or spend time and money to file an infringement lawsuit through the court. Therefore, the value of protecting intellectual property rights should not be underestimated, even in one-off transactions, intellectual property rights should be strictly protected. Compared with the convenience caused, the available legal remedies are usually insufficient, so it is suggested to add the clause of agreed liquidated damages.
2. "Related to" means "related to sunzhaoyang.cn, etc.".
3. "Confusingly or deceptively similar to" means "confused with ...".
Party A has the right to collect liquidated damages from Party B, which is equivalent to [figure] percent of the price listed in Party A's current product list.
Reference: Intellectual property rights
Both parties agree that:
Party A owns the intellectual property rights of all trademarks, names, designs, patents and trade secrets related to the products ("intellectual property rights"). These rights shall not be granted to Party B. Party B shall not claim to own Party A's intellectual property rights or use Party A's name as its own name. Party A reserves all intellectual property rights. ..
Party B has the right to use such intellectual property rights when distributing, reselling or leasing the goods, and shall not use such intellectual property rights unless for this purpose.
All advertisements, promotional materials, quotations, invoices, labels and other products-related materials must contain a notice stating that Party A owns the intellectual property rights. Moreover, these materials must also indicate that Party B is an authorized seller.
D party b shall not make any changes to the intellectual property rights related to the products during the use of the products. All details, colors and designs must be completely consistent with those specified by Party A. ..
Only when Party A's intellectual property rights are used for goods-related purposes can Party B resell or lease the goods. Party B shall not use Party A's intellectual property rights to sell any products not provided by Party A. ..
Party B has the right to use such intellectual property rights when distributing, reselling or leasing the goods, and shall not use such intellectual property rights unless for this purpose.
All advertisements, promotional materials, quotations, invoices, labels and other products-related materials must contain a notice stating that Party A owns the intellectual property rights. Moreover, these materials must also indicate that Party B is an authorized seller.
D party b shall not make any changes to the intellectual property rights related to the products during the use of the products. All details, colors and designs must be completely consistent with those specified by Party A. ..
Only when Party A's intellectual property rights are used for goods-related purposes can Party B resell or lease the goods. Party B shall not use Party A's intellectual property rights to sell any products not provided by Party A. ..
F. Party B shall not forge or attempt to forge any products, shall not provide products to others who intentionally forge them, and shall not produce or sell products that are confused with products or will cause deceptive consequences.
B party b shall not do anything that causes or may cause party a's intellectual property registration to be invalid. Party B shall not attempt to change or cancel the registration of any intellectual property rights. Party B shall not assist others to engage in such acts.
Violation of this clause will immediately lead to the termination of this agreement. Moreover, both parties agree that violation of this clause will cause damage to Party A's reputation, goodwill and intellectual property value, thus causing substantial damage. Such a loss will be incalculable, because it is difficult to calculate the value of intangible property. Therefore, both parties agree that if Party B violates this clause, Party A has the right to claim the agreed liquidated damages from Party B for each product that violates this clause, and take Party A as the liquidated damages.
The calculation is based on X% of the price listed in the previous product catalogue.