Party A: Inner Mongolia Genghis Khan Liquor Co., Ltd. (hereinafter referred to as Party A)
Party B: (hereinafter referred to as Party B)
In order to give full play to their respective advantages and jointly develop the sales market of Party A's Genghis Khan series of high-grade liquor, according to the Contract Law of People's Republic of China (PRC), the two parties reached the following agreement on the principles of honesty, credit, market development, mutual benefit and common development:
First, determine the sales relationship:
1. Party A and Party B establish a sales relationship according to this contract. Without the special written authorization of Party A, Party B only has the right to sell Party A's products, and Party B has no right to make any commitments or bear any debts on behalf of Party A. ..
2. The nature of cooperation between Party B and Party A is distributor.
Second, the sales area, duration:
1. Party B's sales of Party A's products are limited to the sales in the region (divided by administrative regions) and shall not exceed the sales in this region without authorization.
2. If Party B needs to explore other regional markets, it must obtain the written consent and authorization of Party A. ..
3. Sales period: MM DD YY to MM DD YY.
Third, sales products:
1. The products sold are Party A's existing series products (hereinafter referred to as products), and the quality and packaging standards are subject to the standards of the product manufacturer.
2. When Party A develops other new products, it will inform Party B of the specific sales policy separately, and a separate contract can be signed after mutual consent, or this contract shall prevail.
3. Party B agrees to sell the products according to the price system agreed by both parties (see the attached table for the price system).
Fourth, the sales target:
1. Party B shall achieve the sales target (referring to the cumulative purchase volume of Party B) within the validity period of this contract (see the table below). The purchase amount of Party B during the contract period shall not be less than 10000 yuan/year. Breakdown of monthly sales target (see the table below) (subject to payment to Party A's account before 25th of the current month): (unit: 10,000 yuan)
Total Product (First Year) Year (Monthly Ratio)
(ten thousand yuan)
1 2 3 4 5 6 7 8 9 10 1 1 12
13% 1 1% 5% 8% 9% 6% 5% 6% 10% 8% 9% 10%
total
2. Party B must achieve the sales target. If Party B's purchase volume for three consecutive months is less than 70% of the sales target amount, or Party B fails to achieve 70% of the sales target for that month, Party A has the right to terminate the contract unilaterally.
(Note: The annual breakdown should be within the proportions listed in the above table. Merchants who open an account for the first time should add 200,000 yuan as the first purchase. )
Verb (abbreviation for verb) Terms of payment:
When ordering products from Party A, Party B shall remit the total payment of the order amount to the account designated by Party A in cash or by draft.
Intransitive verb delivery method and freight:
1. Delivery time: delivery within ten days after Party A confirms payment. If Party B's order exceeds 1000 pieces, Party A will deliver the goods in batches without affecting Party B's sales.
2. Transportation mode: With the consent of both parties, the economic and safe transportation mode is the main mode, and the choice of transportation mode is decided by Party A, but the long-distance transportation mode for more than one day is mainly by train.
3. Cost: The settlement price of both parties listed in this contract includes the freight and freight insurance for the goods arriving at the nearest railway where Party B is located. Upon arrival at the station, Party B shall bear the transfer fee, unpacking fee, loading and unloading fee, short-distance transportation fee and other expenses.
4. Pick-up and inspection: When Party B picks up the goods, if the damage of the goods normally transported is less than 3‰, the losses shall be borne by Party B; if the damage of the goods exceeds 3‰, Party A shall be informed in writing within three days based on the valid certification documents of the railway department and the insurance company, and Party A shall assist Party B in claiming compensation. If it exceeds five days, it shall be deemed that Party B has no objection.
After Party B signs the receipt, the ownership of the product will be transferred from Party A to Party B. ..
Without the permission of Party A's written signature document, any personnel of Party A shall not transfer or borrow the goods at will. Party B shall bear all risks arising from the distribution of goods and the recovery of payment in the course of operation.
6. After receiving the goods from Party A, Party B must issue a receipt confirmation (fax or email) stamped with Party B's official seal to Party A, and specify the items, quantity and amount of the goods received in detail; If Party A is not notified within three days after receiving the goods, it shall be deemed that Party A has delivered the goods correctly.
Seven. Rights and responsibilities of Party A:
1, permission:
(1) has the right to supervise and manage Party B's operation, price execution and goods flow.
(2) Provide guidance to Party B's operation and management, and have the right to make reasonable suggestions to Party B until the contract is terminated if Party B is found to be irregular or poorly coordinated in the market operation.
(3) If Party B violates the provisions of this contract, Party A may notify Party B in writing to terminate the contract and hold Party B liable for breach of contract.
(4) Party A can adjust the product price according to the market situation and cost. Party A does not need the prior consent of Party B to adjust the product price, and is not responsible for any claims made by Party B for adjusting the product price.
2. Responsibility:
(1) The products provided by Party A must meet the product quality production standards of China people and China liquor industry, and ensure the long-term stability of product quality.
(2) Assist Party B in marketing.
(3) All kinds of support to fulfill the written commitment, including compensation, reward, promotional items, advertising and marketing support to Party B ... Oral commitment is invalid.
(4) According to Party B's ordering requirements (after the payment is paid to Party A's account), deliver the goods at the delivery place agreed by both parties.
(5) If the products are unsalable due to Party A's delay in supply or Party A's early termination of the contract according to the contract, Party A will take back all the remaining products of Party B according to the original CIF price (determined according to the documents, article numbers and batch numbers issued by Party A at the time of supply), so that Party B can truly realize zero-risk operation, but the packaging must be intact (piece by piece).
(6) When Party A adjusts the product price, it shall notify Party B in a formal written form one month in advance, and the written notice shall be kept as an annex to the contract.
Eight. Rights and responsibilities of Party B:
1, permission:
(1) If the quality of Party A's products is not good, Party B can return the goods to Party A in writing, which can be returned after being confirmed by the national quality inspection department.
(2) Have the right to put forward business suggestions conducive to market promotion.
(3) If Party A violates the provisions of this contract, Party B shall notify Party A in writing, and Party A shall give a written reply within days according to the specific situation. If Party A fails to give a written reply within the agreed time, Party B may notify Party A in writing to terminate this contract.
2. Responsibility:
(1) Party B must designate a special person to be responsible for the sales of Party A's products. After signing the contract, a marketing team with more than 15 people will be established within 15 days, and the distribution tools will be put in place immediately, and various management rules and regulations will be formulated and improved to rapidly improve the service terminal capacity.
(2) Party B shall pay a certain market management deposit and sell it in the sales and distribution area agreed by both parties at the price specified by Party A, and shall not sell it beyond the area or at a low price without authorization. (See Article 9)
(3) Product sales shall strictly implement the product channel price signed by both parties (with price list attached). In case of price adjustment, the official written notice of Party A shall prevail, and malicious low-price dumping or intentional high-price sales are strictly prohibited.
(4) Party B shall not sell infringing products that counterfeit the trademarks and patents of Party A's products and Genghis Khan series products. If fake and inferior products are found, Party B shall promptly notify Party A in written form (fax or letter) and assist Party A in anti-counterfeiting activities.
(5) Party B shall take the initiative to do a good job in marketing and strive to complete the group purchase and sales tasks determined by both parties.
(See Annex IV)
(6) Do a good job in the coordination of promotional activities, including the coordination of various functional departments and terminals, and assist in the management of event gifts, wine tasting and miss image.
(7) Strictly implement the task quantity and monthly order plan determined by both parties, make market sales forecast, ensure sufficient product inventory, and prevent the phenomenon of out-of-stock in the market.
(8) Deliver the goods in strict accordance with the number and target of docks determined in the contract (see the annex for the delivery target).
(9) Party B shall provide the monthly product sales report, inventory and materials needed for Party B's evaluation.
(10) When signing a sales agreement with the terminal, Party B must make it clear that the alcoholic products delivered to the terminal should include all series of Genghis Khan wine, and actively assist in the sales of Genghis Khan wine.
(1 1) Party B shall collect or cooperate with the local market dynamics collected by Party A's personnel and transmit the competitive information and materials to Party A. ..
Nine. Market management margin and margin management:
1. Party B promises to pay the market management deposit of RMB 10000.00 Yuan to Party A within10 days after the signing of this contract. If the deposit is not paid on time, the contract will be terminated automatically.
2. Margin deduction:
(1) Party B shall not sell products to the wholesale market. If it happens, Party A has the right to deduct 20% of Party B's deposit for the first time, 30% for the second time, and all the money for the third time, and terminate the sales agreement.
(2) Party B sells products to customers at all levels at the price agreed by both parties. If it is lower than this price, Party A has the right to deduct 20% of Party B's deposit for the first time, 30% for the second time and the full amount for the third time, and terminate the sales agreement.
(3) Party B shall not sell products to markets outside the agreed area. If it happens, Party A has the right to deduct 20% of Party B's deposit for the first time, 30% for the second time and 50% for the third time, and terminate the sales agreement between both parties.
(4) If Party B sells Party A's products with fake and shoddy products, or maliciously sells them at low prices, which impacts Party A's key markets, Party A has the right to deduct Party B's full deposit at one time and terminate the sales agreement between the two parties.
3. The deduction of Party B's market management deposit does not affect Party A's right to pursue legal responsibility for the losses caused by Party B's breach of contract and infringement.
4. The market management deposit does not bear interest.
5. Return of market management deposit: If Party B does not breach the contract within the contract period, Party A shall return the deposit to Party B in full within 10 days after the termination of the contract; Otherwise, both parties shall settle the remaining deposit within 10 days after the termination of the contract.
X. trademarks and other intellectual property rights:
All intellectual property rights of registered trademarks, patents and company names of Party A.. It belongs to Party A. Although this contract is signed, Party A has not authorized Party B to use the intellectual property rights such as registered trademarks, patents and company names enjoyed by Party A. Party B shall not use them without the written permission of Party A, otherwise Party B will be investigated for tort liability according to law.
XI。 Signature and seal:
1. This contract or the supplementary agreement (or annex) to this contract and the new agreement reached on the rights and obligations of both parties during the performance of this contract shall be in written form, signed by the legal representatives of Party A and Party B or their authorized persons, and stamped with the special seal or official seal of the contract; Otherwise, the contract or document is invalid.
2. All actions of Party A's business personnel or other personnel in Party B's area must be based on this contract. Without the special authorization of Party A, Party A will not bear corresponding legal responsibilities for the consequences of any actions beyond the agreement in this contract; Neither Party A nor Party B shall take the verbal commitment of the other party's business personnel or employees of other companies as the basis for changing the agreed matters of the company. If it is really necessary to add content, it must be agreed by both parties and supplemented with official seals in written form as an annex to the contract.
3. Without the written approval of Party A's official seal, any loan behavior of Party A's personnel to Party B belongs to their personal behavior, and Party A will not bear all the consequences and responsibilities arising therefrom, and Party B has the right to claim personal debts from individuals.
4. Within seven days from the date of signing this contract, Party B shall remit the first payment to Party A, and the contract will be automatically terminated if it is deemed to be abandoned after the deadline. Through negotiation between both parties, it is determined that the first purchase price shall not be less than 10000 yuan.
Twelve. Liability for breach of contract:
If Party B violates the price and area agreed in this contract, it can be handled according to the agreement in Article 9.
Any party's behavior constitutes a breach of contract, and the other party may investigate its liability for breach of contract according to law.
This contract is terminated when the written notice of termination reaches the other party. If it is necessary to terminate the contract for reasons other than the agreement, it must be agreed by both parties through consultation, otherwise it will be regarded as a breach of contract and compensate the other party for the losses suffered.
4. Other liabilities for breach of contract shall be implemented in accordance with the relevant provisions of People's Republic of China (PRC) Contract Law.
Thirteen. Others:
1. This contract shall come into effect after being signed by the legal representatives or authorized persons of both parties and stamped with the special seal or official seal of the contract. After the contract comes into effect, it will replace all the negotiation agreements between the two parties before the contract comes into effect and all kinds of contracts and agreements signed by Party A and Party B before.
2. For matters not covered in this contract, both parties shall negotiate to form an annex to the contract, which shall have the same legal effect after being signed and sealed by both parties.
3. In case of disputes and disputes during business cooperation between Party A and Party B, they shall be settled through friendly negotiation. If negotiation fails, both parties agree to be under the jurisdiction of the court where Party A is located.
4. This contract (together with its annexes) is made in quadruplicate, with each party holding two copies, all of which have the same legal effect.
Name of Party A: Inner Mongolia Genghis Khan Liquor Co., Ltd. Name of Party B:
Address: Inner Mongolia Hotel16th Floor, Wulanchabu West Road, Hohhot Address:
Legal representative:
Agent:
Account manager:
Telephone: (portable)
Bank of deposit: Jinying Sub-branch of Hohhot Commercial Bank:
Account number: 20310016001001566;
Tax number: Tax number:
Tel: (047 1) 6200908 Tel: