OEM协议中英文对照
OEM英文版合作协议(范文)
OEM英文版合作协议（范文）OEM，英文全称为Original Equipment Manufacturer，中文含义是原始设备生产商，俗称定点生产，俗称代工（生产）。
基本含义为品牌生产者不直接生产产品，而是利用自己掌握的关键核心技术负责设计和开发新产品，将生产环节外包（outsourcing）。
原始设备制造商具体的加工任务通过合同订购的方式委托同类产品的其他厂家生产，之后将所订产品低价买断，并直接贴上自己的品牌商标。
这种委托他人生产的合作方式简称OEM，承接加工任务的制造商被称为OEM厂商，其生产的产品被称为OEM产品。
可见，定点生产属于加工贸易中的“代工生产”方式，在国际贸易中是以商品为载体的劳务出口。
OEM合作协议中的常见条款涉及：总则、商标使用、产品质量保证、交付标准、知识产权、赔偿责任等。
一、总则（General Provisions）范例一：Whereas，XXX TECHNOLOGIES PRIVATE LIMITED，a companyincorporated under the Companies Act，1956 having its registered officeat_____（hereinafter referred to as“Party A”）and YYY CO.，LTD，a companyduly organized and existing underthe laws of the People's Republic of Chinahaving its registered office at Zhuhai，P.R.China（hereinafter referred toas“Party B”），had duly executed an OEM SUPPLYAGREEMENT（“Agreement”）dated 21stAugust 2019 on such terms andconditions as stipulated thereunder.参考译文：鉴于XXX科技私人有限公司，一依据《1956年公司法案》成立的位于_______的公司（以下简称甲方），与YYY有限责任公司，一家依据中华人民共和国法律成立的位于珠海的公司（以下简称乙方），依照以下条款于2019年8月21日正式签订OEM供应协议（本协议）。
OEM协议-中英文对照
OEM Cooperation AgreementOEM合作协议书This Contract is entered on by and between:本协议是由以下双方在年月日签订：Party A:甲方：Party B: ,a Company organized and existing under the laws of China and having its principle place of business at ,Nanjing, Peoples Republic of China.乙方：，一家根据中国法律成立，主营业地位于的公司。
Whereas, 1、Party A is engaged in the business of marketing of in [ ];2、Party B is engaged in developing and manufacture of ;Now this Contract witnessed and it is hereby agreed by and between the Parties hereto as follows:鉴于，甲方从事产品在市场的营销工作，乙方是产品专业的研发、生产企业，双方为共同的发展，达成如下合作协议：Section 1, Definitions and Interpretations.第一条：总则和定义1.1 Cooperation Manner: Both Parties agree that Party A shall sell the products by OEM, Meanwhile, Party B shall develop、manufacture and provide by OEM, Products with the brand designated by Party A ( the “Products”).合作方式：双方同意A方以OEM方式销售合作产品，B方采用OEM方式研发、生产并提供合作产品，合作产品的商标由A方授权。
oem加工合同范本 英文
oem加工合同范本英文OEM Processing ContractThis OEM Processing Contract (the "Contract") is made and entered into and between the following parties:Party A: [Name of Party A]Address: [Address of Party A]Party B: [Name of Party B]Address: [Address of Party B]WHEREAS, Party A desires to have certn products processed Party B on an OEM basis; andWHEREAS, Party B agrees to undertake the processing of such products in accordance with the terms and conditions of this Contract.NOW, THEREFORE, in consideration of the mutual promises and covenants herein contned, the parties hereto agree as follows:1. Product DescriptionParty A shall provide Party B with detled specifications and requirements for the products to be processed (the "Products"). Party B shall manufacture and process the Products in strict accordance with such specifications and requirements.2. Quantity and DeliveryThe quantity of the Products to be processed and the delivery schedule shall be mutually agreed upon the parties in writing. Party B shall deliver the Products to the designated location as agreed.3. Quality ControlParty B shall establish and mntn a quality control system to ensure that the Products meet the required quality standards. Party A shall have the right to inspect the Products at any time during the manufacturing process or upon delivery.4. Price and PaymentThe price for the processing of the Products shall be as mutually agreed upon the parties and set forth in a separate agreement. Party A shall pay Party B in accordance with the payment terms specified in such agreement.5. Intellectual PropertyParty A shall own all intellectual property rights in and to the Products and any related trademarks, copyrights, or other proprietary rights. Party B agrees not to use or disclose such intellectual property rights without the prior written consent of Party A.6. ConfidentialityThe parties agree to mntn the confidentiality of all information and data related to the Products and this Contract. Neither party shall disclose such information to any third party without the prior written consent of the other party.7. Term and TerminationThis Contract shall have a term as mutually agreed upon the parties. Either party may terminate this Contract in the event of a material breach the other party, provided that written notice of such breach and an opportunity to cure are given.8. Liability and IndemnificationParty B shall be liable for any damages or losses caused its flure to perform its obligations under this Contract. Party B agrees to indemnify and hold Party A harmless from any clms, damages, or losses arising out of or in connection with the processing of the Products.9. Governing Law and Dispute ResolutionThis Contract shall be governed and construed in accordance with the laws of [Applicable Law]. In the event of any dispute or controversy arising out of or in connection with this Contract, the parties shall attempt to resolve such dispute through good fth negotiations. If such negotiations fl, the dispute shall be submitted to arbitration in accordance with the rules of [Arbitration Rules].10. MiscellaneousThis Contract constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, oral or written. Any amendment or modification to this Contract must be in writing and signed both parties.IN WITNESS WHEREOF, the parties have executed this Contract as of the date first written above.Party A: [Signature of Party A]Date: [Date of Signature]Party B: [Signature of Party B]Date: [Date of Signature]。
oem合同范本英文
oem合同范本英文OEM ContractThis OEM Contract (the "Contract") is made and entered into as of [date] (the "Effective Date") and between:Party A:Name: [Party A Name]Address: [Party A Address]Contact Person: [Party A Contact Person]Telephone Number: [Party A Telephone Number]Fax Number: [Party A Fax Number]E Address: [Party A E Address]Party B:Name: [Party B Name]Address: [Party B Address]Contact Person: [Party B Contact Person]Telephone Number: [Party B Telephone Number]Fax Number: [Party B Fax Number]E Address: [Party B E Address]WHEREAS, Party A desires to engage Party B as an OEM manufacturer to produce certn products (the "Products") based on Party A's specifications and requirements; andWHEREAS, Party B has the capabilities and facilities to manufacture the Products in accordance with Party A's specifications and requirements.NOW, THEREFORE, in consideration of the mutual covenants and agreements contned herein, the parties agree as follows:1. PRODUCT SPECIFICATIONS AND REQUIREMENTSParty A shall provide Party B with detled specifications and requirements for the Products, including but not limited to design, materials, quality standards, and packaging. Party B shall manufacture the Products in strict accordance with such specifications and requirements.2. QUANTITY AND DELIVERY SCHEDULEParty A shall place orders for the Products with Party B in writing, specifying the quantity and requested delivery date. Party B shall endeavor to meet the delivery schedule as agreed upon, but any changes in the delivery date shall be municated to Party A in a timely manner.3. PRICE AND PAYMENTThe price for each Product shall be as mutually agreed upon the parties and specified in each purchase order. Party A shall make payment to Party B within [number of days] days after receipt of the Products and the corresponding invoice.4. INTELLECTUAL PROPERTYAll intellectual property rights related to the Products, including but not limited to trademarks, patents, and copyrights, shall remn the property of Party A. Party B shall not use or disclose such intellectual property without the prior written consent of Party A.5. QUALITY ASSURANCEParty B shall establish and mntn a quality control system to ensure that the Products meet the agreed-upon quality standards. Party A shall have the right to inspect the Products during the manufacturing process and upon delivery.6. WARRANTY AND LIABILITYParty B warrants that the Products shall be free from defects in materials and workmanship for a period of [number of months/years] from the date of delivery. In the event of any defects or non-pliance with the specifications, Party B shall be responsible for rectifying the issues at its own expense.7. CONFIDENTIALITYBoth parties shall keep all information related to this Contract, including but not limited to the specifications, designs, and business terms, confidential and shall not disclose it to any third party without the prior written consent of the other party.8. TERM AND TERMINATIONThis Contract shall be effective for a period of [number of years] from the Effective Date and may be renewed mutual agreement. Either party may terminate this Contract upon written notice in the event of a material breach the other party.9. GOVERNING LAW AND DISPUTE RESOLUTIONThis Contract shall be governed and construed in accordance with the laws of [jurisdiction]. Any disputes arising out of or in connection with this Contract shall be resolved through amicable negotiation. If negotiation fls, the dispute shall be submitted to arbitration in accordance with the rules of [arbitration institution].IN WITNESS WHEREOF, the parties have executed this Contract as of the date first above written.Party A (Signature and Seal): ____________________Party B (Signature and Seal): ____________________Date: ____________________Please note that this is just a basic template and may need to be customized based on the specific circumstances and legal requirements of your OEM arrangement. It is remended to consult with a legal professional to ensure the contract is prehensive and enforceable.。
oem英文合同范本
oem英文合同范本OEM AgreementThis OEM Agreement (the "Agreement") is made and entered into as of [Agreement Date], and between [OEM Company] (the "OEM"), a [type of entity] organized under the laws of [jurisdiction], and [Original Equipment Manufacturer] (the "OEM Manufacturer"), a [type of entity] organized under the laws of [jurisdiction].WHEREAS, OEM desires to have the OEM Manufacturer manufacture and supply certn products under the OEM Manufacturer's name and label; and WHEREAS, OEM Manufacturer has the capabilities and facilities to manufacture and supply such products.NOW, THEREFORE, IN CONSIDERATION of the mutual covenants and agreements contned herein, and other good and valuable consideration, the receipt and sufficiency of which are here acknowledged, the parties hereto agree as follows:1. Definitions"Products" means the products identified in Exhibit A hereto, which are to be manufactured and supplied the OEM Manufacturer under this Agreement."Trademarks" means the trademarks, service marks, trade names, and logos owned the OEM.2. Manufacturing and SupplyThe OEM Manufacturer shall manufacture and supply the Products to the OEM in accordance with the specifications and requirements of the OEM.The OEM Manufacturer shall use reasonable efforts to meet the delivery schedules agreed upon the parties.3. Quality AssuranceThe OEM Manufacturer shall mntn a quality control system to ensure that the Products meet applicable standards and specifications.The OEM Manufacturer shall notify the OEM of any nonconforming Products and take appropriate corrective action.4. Prices and PaymentsThe prices for the Products shall be mutually agreed upon the parties and set forth in Exhibit B hereto.The OEM shall pay the OEM Manufacturer in accordance with the payment terms specified in Exhibit B.5. Labeling and PackagingThe Products shall be labeled and packaged in accordance with the requirements of the OEM.The OEM shall have the right to approve the labels and packaging prior to their use.6. Intellectual PropertyThe OEM Manufacturer shall retn ownership of all intellectual property rights in the Products.The OEM shall have the right to use the Trademarks in connection with the sale and promotion of the Products.7. ConfidentialityThe parties shall keep confidential all information disclosed the other party under this Agreement, except as required law or with the prior written consent of the other party.8. WarrantyThe OEM Manufacturer warrants that the Products will be free from defects in workmanship and materials for a period of [warranty period] from the date of shipment.The OEM shall notify the OEM Manufacturer of any warranty clms within a reasonable time after discovery.9. Limitation of LiabilityNEITHER PARTY SHALL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF THIS AGREEMENT, HOWEVER CAUSED, WHETHER IN CONTRACT, TORT, OR OTHERWISE.10. Term and TerminationThis Agreement shall mence on the [Agreement Date] and shall continue for a period of [term] years, unless earlier terminated as provided herein.Either party may terminate this Agreement upon written notice to the other party for cause, or upon the occurrence of certn events of bankruptcy or insolvency.11. Governing LawThis Agreement shall be governed and construed in accordance with the laws of [jurisdiction].12. Dispute ResolutionAny disputes arising out of or in connection with this Agreement shall be resolved amicable negotiation. In the event of flure to resolve such disputes, they shall be submitted to arbitration in accordance with the rules of the relevant arbitration institution.13. Entire AgreementThis Agreement constitutes the entire agreement between the parties and supersedes all prior agreements and understandings relating to the subject matter hereof.IN WITNESS WHEREOF, the parties have executed this OEM Agreement as of the date first above written.[OEM][OEM Manufacturer][Authorized Representative][Authorized Representative]Exhibit A: Products to be ManufacturedExhibit B: Prices and Payments。
oem加工合同范本 英文
oem加工合同范本英文OEM Processing ContractThis OEM Processing Contract (hereinafter referred to as the "Contract") is made and entered into and between the following parties:Party A (the "Principal"):Name: [Name of Party A]Address: [Address of Party A]Party B (the "Contractor"):Name: [Name of Party B]Address: [Address of Party B]WHEREAS, Party A desires to have certn products processed Party B on an OEM basis; andWHEREAS, Party B has the necessary facilities and capabilities to undertake such processing.NOW, THEREFORE, in consideration of the mutual covenants and agreements hereinafter set forth, the parties hereto agree as follows:1. Product DescriptionParty A shall provide Party B with detled specifications and requirements for the products to be processed.2. Quantity and DeliveryThe quantity of products to be processed and the delivery schedule shall be mutually agreed upon the parties.3. Quality ControlParty B shall ensure that the processed products meet the quality standards agreed upon the parties.4. Price and PaymentThe price for the processing services and the payment terms shall be stipulated in a separate agreement between the parties.5. ConfidentialityBoth parties agree to mntn the confidentiality of all information related to the products and the processing.6. Intellectual PropertyAll intellectual property rights in the products shall belong to Party A. Party B shall not use or disclose such intellectual property rights without the prior written consent of Party A.7. Term and TerminationThe term of this Contract and the conditions for its termination shall be specified in the separate agreement.8. Liability and IndemnificationThe parties shall be liable and indemnify each other in accordance with the terms and conditions set forth in the separate agreement.9. Governing LawThis Contract shall be governed and construed in accordance with the laws of [Applicable Law].10. Dispute ResolutionAny disputes arising under this Contract shall be resolved through amicable negotiation or, if necessary, through arbitration or litigation in accordance with the applicable laws.IN WITNESS WHEREOF, the parties have caused this Contract to be signed their duly authorized representatives as of the date first written above.Party A:Signature: [Signature of Party A]Date: [Date of Signature]Party B:Signature: [Signature of Party B]Date: [Date of Signature]。
oem合同英文模板
oem合同英文模板This OEM Contract ("Contract") is entered into as of [Date], by and between [OEM Company Name], a company organized and existing under the laws of [Country], with its principal place of business at [Address] ("OEM"), and [Manufacturer Company Name], a company organized and existing under the laws of [Country], with its principal place of business at [Address] ("Manufacturer").WHEREAS, OEM wishes to engage Manufacturer to manufacture certain products in accordance with OEM's specifications and designs for sale under OEM's brand name; andWHEREAS, Manufacturer has the expertise and capability to manufacture the products in accordance with OEM's specifications and designs.NOW, THEREFORE, in consideration of the mutual promises contained herein and for other good and valuable consideration, the sufficiency of which is hereby acknowledged, the Parties hereto agree as follows:1. Definitions"Products" means the goods to be manufactured by Manufacturer for OEM pursuant to this Contract."Specifications" means the technical specifications and designs provided by OEM to Manufacturer for the manufacture of the Products.2. Grant of Rights2.1 Manufacturer agrees to manufacture the Products in accordance with the Specifications provided by OEM.2.2 Manufacturer agrees to manufacture and deliver the Products to OEM in accordance with the terms and conditions of this Contract.2.3 OEM grants Manufacturer the right to use OEM's trademarks, trade names, and logos solely for the purpose of manufacturing the Products under this Contract.3. Manufacturing and Delivery3.1 Manufacturer shall manufacture the Products in accordance with the Specifications provided by OEM.3.2 Manufacturer shall deliver the Products to OEM at the place and time specified by OEM.3.3 OEM shall be responsible for all shipping and handling expenses for the delivery of the Products.4. Price and Payment4.1 The price for the manufacture of the Products shall be as set forth in the Purchase Order to be issued by OEM to Manufacturer.4.2 OEM shall issue a Purchase Order to Manufacturer for the manufacture of the Products, and Manufacturer shall invoice OEM for the price of the Products.4.3 OEM shall pay Manufacturer within [number] days of receipt of the Products and invoice.5. Quality Control and Inspection5.1 Manufacturer shall implement and maintain quality control procedures to ensure that the Products are manufactured in accordance with the Specifications provided by OEM.5.2 OEM shall have the right to inspect the Products at Manufacturer's facilities or at any other location designated by OEM.5.3 OEM may reject any Products that do not conform to the Specifications, and Manufacturer shall replace such rejected Products at no additional cost to OEM.6. Intellectual Property6.1 OEM shall retain all intellectual property rights in and to the Specifications provided to Manufacturer.6.2 Manufacturer shall not use the Specifications for any purpose other than the manufacture of the Products under this Contract.6.3 Manufacturer shall not disclose the Specifications to any third party without the prior written consent of OEM.7. Confidentiality7.1 The Parties agree to keep confidential all information disclosed by one Party to the other Party in connection with this Contract.7.2 The Parties shall not disclose any confidential information to any third party without the prior written consent of the disclosing Party.8. Term and Termination8.1 This Contract shall commence on the Effective Date and shall continue in full force and effect until terminated by either Party upon [number] days' written notice to the other Party.8.2 Either Party may terminate this Contract immediately upon notice to the other Party in the event of a material breach of this Contract by the other Party.8.3 Upon termination of this Contract, Manufacturer shall immediately cease all manufacturing of the Products and deliver any finished or unfinished Products to OEM.9. Indemnification9.1 Manufacturer shall indemnify, defend, and hold harmless OEM from any and all claims, damages, losses, liabilities, and expenses arising out of or in connection with Manufacturer's performance under this Contract.9.2 OEM shall indemnify, defend, and hold harmless Manufacturer from any and all claims, damages, losses, liabilities, and expenses arising out of or in connection with OEM's use of the Products.10. Governing Law and Dispute Resolution10.1 This Contract shall be governed by and construed in accordance with the laws of [Country].10.2 Any dispute arising out of or in connection with this Contract shall be resolved through negotiation between the Parties.10.3 If the Parties are unable to resolve the dispute through negotiation, the dispute shall be resolved through arbitration in [City], [Country] in accordance with the rules of the [Arbitration Association].IN WITNESS WHEREOF, the Parties hereto have executed this OEM Contract as of the Effective Date.[OEM Company Name]By: _____________________________Name: ___________________________Title: ____________________________[Manufacturer Company Name]By: _____________________________Name: ___________________________Title: ____________________________。
oem合同模板英文
oem合同模板英文This Original Equipment Manufacturer (OEM) Agreement (“Agreement”) is entered into as of [Date] by and between [OEM Company], a [State] corporation with its principal place of business at [Address] (“OEM”), and [Manufacturer Company], a [State] corporation with its principal place of business at [Address] (“Manufacturer”).WHEREAS, OEM is engaged in the business of marketing and selling [Products] and desires to have Manufacturer manufacture, supply, and deliver such [Products] according to OEM’s specifications; andWHEREAS, Manufacturer is in the business of manufacturing and supplying [Products] and desires to manufacture, supply, and deliver such [Products] to OEM according to OEM’s specifications; andNOW, THEREFORE, in consideration of the mutual covenants contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:1. Product Specifications: Manufacturer agrees to manufacture, supply, and deliver to OEM the [Products] according to the product specifications provided by OEM. OEM shall have the right to approve or reject any product samples provided by Manufacturer.2. Purchase Orders: OEM shall submit purchase orders to Manufacturer specifying the quantity, unit price, delivery schedule, and any other relevant terms. Manufacturer shall acknowledge receipt of each purchase order and shall confirm the acceptance of the order in writing.3. Price and Payment: The price of the [Products] shall be as set forth in each purchase order. Payment terms shall be [Payment Terms]. OEM shall pay all invoices within [Payment Terms] days of receipt of invoice.4. Delivery: Manufacturer shall deliver the [Products] to the shipping address provided by OEM. Delivery dates shall be as specified in each purchase order. Manufacturer shall be responsible for any late deliveries.5. Quality Control: Manufacturer shall implement a quality control process to ensure that the [Products] meet the specifications provided by OEM. OEM shall have the right to inspect the [Products] at Manufacturer’s facilities or at the delivery location.6. Intellectual Property: OEM shall retain all intellectual property rights in any trademarks, logos, or other proprietary information provided to Manufacturer. Manufacturer shall not use such intellectual property for any purpose other than manufacturing the [Products] for OEM.7. Confidentiality: The parties agree to keep confidential any proprietary or confidential information disclosed during the term of this Agreement. This obligation shall survive the termination of this Agreement.8. Indemnification: Manufacturer shall indemnify and hold harmless OEM from any claims, damages, or liabilities arising out of Manufacturer’s breach of this Agreement or the manufacturing, supply, or delivery of the [Products].9. Term and Termination: This Agreement shall commence on the Effective Date and shall continue for a period of [Term] years, unless terminated earlier by either party with [Notice Period] prior written notice. Upon termination, Manufacturer shall fulfill any outstanding purchase orders.10. Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of [State]. Any disputes arising under this Agreement shall be resolved in the courts of [County], [State].IN WITNESS WHEREOF, the parties have executed this OEM Agreement as of the Effective Date.[OEM Company]By: _______________________Name: _______________________Title: _______________________Date: _______________________[Manufacturer Company]By: _______________________Name: _______________________Title: _______________________Date: _______________________This OEM Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements and understandings, both oral and written, between the parties. This Agreement may be amended only in writing signed by both parties.IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their duly authorized representatives as of the Effective Date.[Signatures]This OEM Contract Template is provided for informational purposes only and should not be construed as legal advice. It is recommended that you consult with a qualified attorney to ensure compliance with applicable laws and regulations.。
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OEM Cooperation AgreementOEM合作协议书This Contract is entered on by and between:本协议是由以下双方在年月日签订：Party A:甲方：Party B: ,a Company organized and existing under the laws of China and having its principle place of business at ,Nanjing, Peoples Republic of China.乙方：，一家根据中国法律成立，主营业地位于的公司。
Whereas, 1、Party A is engaged in the business of marketing of in [ ];2、Party B is engaged in developing and manufacture of ;Now this Contract witnessed and it is hereby agreed by and between the Parties hereto as follows:鉴于，甲方从事产品在市场的营销工作，乙方是产品专业的研发、生产企业，双方为共同的发展，达成如下合作协议：Section 1, Definitions and Interpretations.第一条：总则和定义1.1 Cooperation Manner: Both Parties agree that Party A shall sell the products by OEM, Meanwhile, Party B shall develop、manufacture and provide by OEM, Products with the brand designated by Party A ( the “Products”).合作方式：双方同意A方以OEM方式销售合作产品，B方采用OEM方式研发、生产并提供合作产品，合作产品的商标由A方授权。
1.2 Definitions: 定义1.2.1 Products:合作产品：是指B方根据A方或A方客户要求设计、研发、生产的产品：1.2.2 OEM: The Products with the brand designated by Party A shall be technically based on the products developed and designed by Party B and approved by Party A.OEM方式：指A方授权B方在产品或产品的载体上印制A方名称和商标，同时A方也有权禁止B方将其名称和商标印制在产品上。
1.2.3 Purchase Order：订单：指A方出具的用于向B方订购产品的正式文件。
1.3 Duration：This Agreement shall be for a period of years from the date of execution unless terminated earlier in accordance with the provisions of this Contract.协议有效期：本协议自签订之日起生效，有效期为年，本协议自有效期满时终止或本协议中约定的终止情况发生时终止。
Section 2 Brand and Trademark:第二条：品牌和商标2.1 Party A grants Party B to use the Brand and Trademark on the products.A方授权B方在合作产品上使用A方名称和商标。
2.2 Party B undertakes not to use the Trade Mark in any way without the expressed approval of Party A. The Trade Mark can only be used in products as approved by parties.B方按双方约定范围和方式使用A方提供的名称和商标，不侵犯A方名称或商标。
2.3 Party A warrants that the Brand and Trademark do not infringe any admissible intellectual property right of any third party, Otherwise, Party A shall indemnify Party B’s loss and damage result from such infringement (including but not limited to attorney fee, any penalty, damage or compensation.)A方保证其提供的名称和商标等不侵犯任何人的权利，若B方因产品侵权而导致的一切损失（包括但不限于直接经济损失、律师费），A方应予以赔偿。
2.4 Party A shall provide Party B with the corresponding brand symbol, brand LOGO image and other relevant brand and/or design. The cost of putting the brand on the Products shall be for the account of Party B.A方应当将相应的商标、商标LOGO设计以及其他相关的商标或设计提供给B方。
将商标印制在产品上的费用由B方承担。
Section 3, Products, Quality Standards.第三条：产品质量标准3.1 Party B hereby guarantees that the Products provided to Party A will comply with the quality standards provided in this Agreement, country standards, Party A’s factory standard or as maybe agreed upon in writing by both parties. If the liability of the product’s quality is caused by A’s directions, B will not be with responsibility for the liability.B方承诺，提供给A方的产品符合本协议约定的质量标准或B方的工厂标准或者双方书面同意的标准。
如果产品的质量责任是由A方的指示造成的，B方不承担相关责任。
Section 4, Rights and Obligations第四条：双方的权利与义务4.1 Party A warrants that it shall not divulge relevant technical materials to a third party. In case of violation by Party A of its warranty, Party B shall have the right to terminate this Agreement immediately by giving written notice to Party A.A方承诺，不会将获悉的B方的相关技术资料泄露给第三方。
如果A方违反其承诺，B 方书面通知A方后有权立即终止本协议，并要求A方赔偿由此引起的一切损失。
4.2 Party A further warrants that it will not dismantle or dissect the Products or counterfeit the Products. In case of violation by Party A of its warranty, Party B shall have the right to terminate this Agreement immediately by giving written notice to Party A. When the Intellectual Property Rights of Party B is violated, Party B shall have the right to claim the legal and or/ economic compensation from the Party A.A方进一步承诺，不拆解产品或者仿冒产品。
如果A方违反其承诺，B方在书面通知A 方后有权立刻终止本协议，并且B方有权要求A方给予经济赔偿。
4.3 Party B warrants that it shall not directly or indirectly contact with Party A’scustomer or sell product, whether directly or indirectly to Party A’s customer. Except the approval of Party A.B方保证，不直接或间接和A方客户联系，并且不直接或间接向A方客户销售产品，A 方同意除外。
4.4 Party B warrants that the Product do not infringe any admissible intellectual property right of any third party, including, but not limited to, copyright ,patent and/or trade secret.B方保证，OEM产品不侵犯任何第三方的知识产权，包括但不限于，著作权、专利权或商业秘密。
4.5 Party B warrants and shall provide the technical materials covering the Products and shall help Party A finish the corresponding advertising materials and manuals.B方保证，提供有关产品的技术资料，协助A方完成相应的说明资料和手册。