品牌授权合同(中英文)

CONTRACT FOR BRAND AUTHORIZATION

签约各方：BETWEEN:

甲方（授权方）：Party A (Authorizing Party):

乙方（被授权方）：Party B (Authorized Party):

丙方（生产加工方）：Party C (Manufacturing and Processing Party):

丁方（生产加工方）：Party D (Manufacturing and Processing Party):

定义：DEFINITIONS:

1、指由在韩国直接生产的或者由丙方、丁方依据乙方的指示，按照甲方提供的制造工艺和相关技术生产制造的，并由甲方依据本合同的约定授权乙方在中华人民共和国

境内销售的相关品牌产品。

The term as used herein means such brand products as directly manufactured in Korea or as jointly manufactured by Party C and Party D subject to instructions of Party B and with the manufacture processes and related technologies provided by Party A hereunder, and as Party A authorizes Party B to sell within the territory of the People’s Republic of China in accordance with terms agreed herein.

2、发货：系指收到乙方书面订购产品订单的本合同当事方，包括甲方、丙方和丁方。“Supplier” as referred to herein means such party to this Contract as may receive written orders from Party B for , including Party A, Party C as well as Party D.

鉴于：WHEREAS,

1、甲方系一家依据大韩民国法律设立的企业法人，有意依据本合同之约定授权乙方在中华人民共和国境内销售产品，并愿意向丙方和丁方提供生产产品的相关制造工艺和

技术，以便丙方和丁方可即使依据乙方的指示向乙方提供产品；

Party A, a corporation duly incorporated and valid existing under the laws of the Republic of Korea, desires to, pursuant to provisions contained herein, authorize Party B as its agent to sell within the territory of China, and agrees to provide Party C and Party D with related manufacturing processes and technologies for intended manufacture of , thus enabling Party C and Party D hereto to furnish to Party

B subject to instructions of Party B;

2、乙方系一家依据中华人民共和国法律、法规设立的有限责任公司，愿意接受甲方的授权和委托，按照本合同之约定在中华人民共和国境内销售产品；

Party B, a limited liability corporation duly incorporated and valid existing under the applicable laws and regulations of the People’s Republic of China, hereby agrees to accept such authorization and entrustment by Party A hereunder whereby to

sell Products within the territory of China pursuant to provisions described herein;

3、丙方和丁方均系依据中华人民共和国法律、法规设立的有限责任公司，且具备生产产品的能力，愿意依据本全责的约定为乙提供产品。

Party C and Party D, both limited liability companies duly incorporated and existing under the laws and regulations of the People’s Republic of China and having sufficient capability and competence to manufacture the said Products, hereby agree to provide Party B with desired Products in accordance herewith.

上述各方经协商一致、就上述事宜，达成签订本合同，以兹各方共同信守执行。NOW, THEREFORE, in consideration of promises and mutual covenants contained herein, the parties hereto agree as follows:

第一条授权销售区域：Article 1 Authorized Territory

依据本合同之约定及甲方之授权，乙方仅限于在中华人民共和国境内销售产品；未经四方事先另行书面授权，乙方不得擅自在中华人民共和国境外销售甲方的产品或者授权任何第三方在中华人民共和国境内外销售产品。

Based on or pursuant to provisions contained herein and authorization by Party A hereunder, Party B is only allowed to market Products within the territory of China; Party B is precluded from any intended sales by itself of or from intended permitting any third parties to market any of Party A’s products outside the territory of China in the absence or default of further written authorization from Party A.

第二条产品：Article 2 Products

1、产品之个体品牌为；

2.1 The specific or particular brands of Products as described hereunder are as follows:

产品之名称、品种、规格、单位、价格由双方届时以书面形式在本合同之附件一中约定；

2.2 The name, type, specifications, unit as well as price of the Products hereunder are as provided for in Appendix A as attached hereto which is to be reached by related parties hereto in writing through friendly negotiation;

3、如甲方开发出产品新的品牌成产品，或者产品之名称、品种、规格发生变动的，双方应以书面形式确认，确认书应作为本合同附件。

Any new brand or product as may be developed by Party A in the future or any change to the name, type, or specifications of Products hereunder are subject to a confirmation by both Parties hereto in writing which confirmation, signed thereby, shall be attached hereto as its appendix.

4、乙方必须按本合同附件中的约定的销售价格进行销售。

Party B is required to market Products at the price set forth in related Appendix attached hereto.

5、甲方保证：其提供的产品的质量均符合中华人民共和国官方规定的关于护肤品或化妆品的质量标准；依据其向丙方和丁方提供生产产品的相关制造工艺和技术生产

的产品的质量亦符合中华人民共和国官方规定的关于护肤品或化妆品的质量标准。

Party A hereby undertakes and warrants that the quality of such Products as provided by the same will be up to or in line with applicable quality standards prescribed by related competent authorities of the People’s Republic of China regarding skin-care products or cosmetics; in addition, the quality of

such Products as manufactured with the manufacturing processes and technologies provided by Party A to Party C and Party D is also in conformity with applicable quality standards prescribed by related competent authorities of the People’s Republic of China regarding skin-care products or cosmetics.

第三条产品的生产Article 3 Manufacture of Products

1、以下品牌的各类产品由甲方直接生产，并提供给乙方进行销售：

The Products which are of the brands to be listed below shall be directly manufactured by Party A for furnishing to Party B for sale hereunder: