独家销售协议Exclusive Sales Agreement(中英文)
独家销售（排他性销售）（Exclusivesales（exclusivesales））
独家销售(排他性销售)（Exclusive sales (exclusive sales)）Exclusive sales means that the parties agree, through the agreement, that the manufacturer supplies products to a retailer in a particular area and is resold within that territory. At the same time, the Seller shall not take the initiative to sell the product in the exclusive territory assigned by the manufacturer to other exclusive vendors.Exclusive sales or exclusive sales agreement, it is concluded the agreement between the two companies, one of the direction of other commitments, for resale of a commodity, it is in a particular market or the market in a certain area only to each other to provide goods. The exclusive sales agreement is the most widely used vertical restraints in practice. This agreement has two characteristics, the first is exclusive". If a manufacturer has entered into a sales agreement with two or more vendors in one contract area, such agreements cannot be called exclusive sales agreements (two). The second characteristic is "sale", that is, the main content of this agreement is that one party sells goods for the other party. If a party buys the goods only for their own use or consumption, this is not an exclusive sales agreement.Generally speaking, a manufacturer does not enter into exclusive sales agreements with only one seller. If he is at the same time with many vendors in different regions to enter into an exclusive sales agreement, such agreement is also known as exclusive geographical agreement (exclusive territories). Exclusive sales agreement is generally prescribed in the contract, the seller can region exclusive sales of products, manufacturers and distributors of other manufacturers in thearea shall not sell products, exclusive sales agreement is the most exclusive regional agreement.The competition of modern enterprises is largely the product of brand competition, so the producers need to retailer promotion and sales of its own brand, but the seller is not willing to pay for the reality of this effort. This is because, in the same area there are other vendors selling the same brand case, if a seller for the brand promotion and sales efforts, the retailer promotional effort to increase sales by other vendors to share, that is to say the sellers to other vendors do wedding dress this is the effort, the vendors would not. Exclusive selling this way solves this problem very well. Exclusive selling manufacturers ensure that the retailer promotes the return of its brand by placing only one seller in each area.The theory of competition law generally believes that competition between brands is more important than competition within the brand. Although the number of exclusive sales restrictions each regional sales of the same brand dealers, weaken the inter brand competition, contrary to possible legal protection and competition, but also make sales each manufacturer's products have got their vendors active promotion and marketing, intensified the competition among various brands, so it is positive significance in law. But exclusive sales can also have a negative effect on competition in some cases. As a brand products in the market is relatively small, inter brand competition is not sufficient, the brand competition is important, if only the brand exclusive sales, it will eliminate the brand competition (the competitionbetween brands is weak, this is the actual elimination of competition) and market segmentation and foster price discrimination. But if most or all of the manufacturers have adopted exclusive sales, will facilitate manufacturer or vendor conspiracy, formation of price cartel monopoly market, which is not allowed by the law.Editorial elements of exclusive salesExclusive sales in addition to the general effective conditions shall have the contract, should also have the following special elements: first, the subject is the exclusive distributor agreement (upstream enterprises) and exclusive distributors (downstream enterprises), both parties belong to two different business areas, and each area of operation is the relationship between upstream and downstream, such as production manufacturers and wholesalers, manufacturers and retailers, wholesalers and retailers. Second,The contents of the agreement include the agreement as a party to the upstream enterprise commitment in a particular market or market in a certain field just as the other party to downstream enterprises provide a commodity, and both the upstream enterprise initiative or passive acceptance of downstream requirements of enterprises and to make such a commitment. Third, the parties reached an agreement for a common purpose and sales of a commodity, the upstream enterprises may be the reason for the sales of a commodity to expand its product market share or promote the products to enter the market for the downstream enterprises may, for reasons to reduce costs and improve the competitiveness of enterprises,the exclusive sales market to expand profit considerations.Exclusive sales in the exclusive distributor is in its own name, for their own interests, engaged in the purchase of resale, and enjoy the exclusive exclusive distribution of the interests of dealers, and commercial agency agreement agency has obvious difference. First, the exclusive distributor for business activities in the name of the customer, and their customers, through these activities will be a commodity according to the exclusive sales agreement to obtain the exclusive right to sell into commercial profit; and the agent must be in the name of the principal shall appoint affairs. Second, although the exclusive distributor of exclusive sales agreement, must bear the specific obligations of the exclusive distributor, but its operating behavior to buy after the resale shall be self financing; and the agent for the authorized matters within the jurisdiction does not bear any losses, and entitled to be paid the claim agent. Third, in practice, the exclusive distributor also signed an exclusive sales agreement with a number of exclusive dealers have also occurred, and in the commercial capital and industrial capital penetrate today, some exclusive distributors signed an exclusive sales agreement while its production and sales of competing products or alternative products; and agents often subject to the same restrictions prohibited not for yourself, or third people with similar business agent business competition.Similarly, exclusive sales in the exclusive distributor for its own interests and business activities, which is different from the broker brokerage agreement. It is different from the intermediary in the intermediary agreement because it is notan opportunity for the sole distributor to report the contract or to provide the intermediary services for the conclusion of the contract.The role of editing exclusive salesIn 1964, Consten of France and Germany Gr ndig Co. v. Commission case shows that the exclusive sales agreement has obvious economic benefits. First of all, this kind of agreement can improve the circulation of commodities. Because once entered into this agreement, producers in a country or a region of the market sales to a fixed enterprise, which not only enables the manufacturer with many vendors will no longer need to negotiate trading conditions of every hue, which can be overcome in multinational sales because of language, legal or other differences due to the difficulty, but also can reduce the transaction costs, which is conducive to promoting the circulation of commodities and international trade. For small and medium manufacturing enterprises, the conclusion of an exclusive sales agreement is often an effective and sometimes only way to enter a market or participate in market competition.Exclusive sales agreements also help to expand the sale of goods. Because according to such an agreement, the agreement products in a region only one enterprise for sale, the seller's profit is entirely dependent on his sales of this product. In this case, seller will try to carry out market research, take various positive measures to expand sales, such as advertising, undertake customer service service or by other means of promotion, the results will not only increase the retailer's revenue, but also to expand production and increase revenue forthe producer.Exclusive sales agreements are not only beneficial to producers and sellers, but also to market competition. This is because exclusive sales help improve the distribution of goods and increase the economic benefits of producers and sellers, thereby stimulating more manufacturers and sellers to enter into such sales agreements,As a result, competition between different brands of products is promoted, especially in the introduction of new foreign products. As a result, the choice of consumers can be expanded and greater social benefits for consumers.Of course, exclusive sales can also severely limit competition. If the supplier accounted for more than 30% share in the relevant market, or seller in its market sales accounted for more than 30% of the share, the exclusive sales system will be shut down because of a large range of market competition, the restrictions on the extent of damage of the longitudinal competition is very serious, this is likely to be limited to the longitudinal as is illegal. In addition to considering the market share of the parties, we should also consider the amount of transactions involved in the vertical restraints and the extent of market competition. The "longitudinal and vertical coordination agreement act is the third paragraph of article eighty-first of the EC Treaty in 1999 2790th, fourth (b) Regulations" provisions, a vertical agreement if you limit the buyer sales area or customer, this agreement in principle cannot be exempted. However, if this agreement is prohibited in the buyer seller or seller for other vendors in the retentionof the exclusive territory or proprietary proactive customer sales, and this restriction does not affect the buyer for sale in the exclusive territory their circumstances, the limit can be exempted.According to the European Commission in May 24, 2000 issued the "vertical agreement collective exemption Ordinance applies guide" section fiftieth, active sales refers to the sellers in the exclusive area set up shop to open up sales channels or others. This is considered passive marketing if vendors advertise only in their exclusive sales territory, or through the media or the internet. According to the fifty-first section of the guide on e-commerce, any retailer has the right to advertise and sell goods using the internet. Because the Internet is a reasonable way to engage consumers and customers, sales on the Internet are not considered to be active sales. However, if vendors send unsolicited emails to potential customers, such behavior must be considered an active sale.An editorial's identification of exclusive salesIt is necessary to analyze whether each specific exclusive sale has a significant negative impact on competition, that is, whether the negative impact is greater than the positive impact. When comparing the positive effects of American and European courts, the following factors should be taken into consideration:1, the market position of the producer and its competitors. Generally speaking, manufacturers market position and strength of the negative effects of exclusive sales is proportional tothe power, if the manufacturer is too strong, it will strengthen its exclusive sales by market forces, which are at risk of severe competition within the limits of brand. At this time, to pay attention to the competitor's market position, if the market power is strong, but also the similar effects of vertical restraints, the competition of the product market of the brand is very easy to be coordinated, so that these enterprises can easily reach a conspiracy, the exclusion of other small competitors or potential competitors.2, market access barriers. There is a threshold of market access barriers or enter the market relatively high in a market, manufacturers develop new vendors is difficult, once the market dealers are few producers to exclusive sales of the way to master, so most of the manufacturers in the market will lose sales channels, this will severely restrict competition. Therefore, market barriers are also important factors for us and European countries to consider whether exclusive sales are illegal.3, whether the buyer has "purchasing power"?". Whether the exclusive sale of the manufacturer's sales force has "purchasing power" is an important consideration in the courts in Europe and the United states. "Purchasing power" means that sellers have strong market power in the downstream market. If in the exclusive sales system, the buyer also has "purchasing power", it is likely to cause exclusion to other vendors. For example, in a product market, a retailer has a dominant position,Due to the purchasing power of the retailer, the majority ofthe brand's exclusive sales makers will choose exclusive sales cooperation with the retailer. This exclusive sale cuts off the supply of other small sellers and forces them out of the market, which is detrimental to competition.4, the maturity of the market. The maturity of the market is also an important factor in assessing the impact of exclusive sales. In a mature market, exclusive sales may lead to reduction of possible Intrabrand competition and price discrimination is a very serious problem, because the field of alternative products are relatively fixed, if the market competition between brands is not enough, this is especially serious harm. But, in a growing demand for technology innovation, enterprise's market position in the ever-changing market, the negative effect produced by the exclusive sales may not be very serious, because if the product update quickly, the enterprises can hardly control through a product sales to control the market.5, the nature of the product. When evaluating the anticompetitive effects of exclusive sales, the nature of the product is also a factor to consider. Usually, in new products, complex products, and it is difficult to judge the quality of the products before consumer products (product experience so-called), and consumption is also very difficult to judge the quality of the product (the so-called credit products) in these areas, the efficiency can be achieved by exclusive sales. In these areas, the market is difficult to open without exclusive sales, protection of vendors' sales enthusiasm, and protection of the investments they make to sell the product.Exclusive sales as an effective marketing tool, not only because of its positive effects to enhance market competition and be granted legal legal status, and may be subject to foreign antitrust penalties because of the negative effect of anti competition. Therefore, make good use of exclusive sales in this mode of operation to avoid the negative effect of propriety, which is greater than the positive effect, it is particularly important for China is committed to the development of foreign trade and open markets in Europe and America enterprises.。
独家销售协议英文缩写
独家销售协议英文缩写Exclusive Sales Agreement (ESA)This ESA is made and entered into on [Insert Date] by and between [Insert Seller's Name], with offices at [Insert Address] (hereinafter referred to as the "Seller"), and [Insert Buyer's Name], with offices at [Insert Address] (hereinafter referred to as the "Buyer").WHEREAS, the Seller is the exclusive owner of certain products (hereinafter referred to as the "Products"); andWHEREAS, the Buyer desires to purchase and resell the Products in accordance with the terms and conditions contained in this ESA.NOW, THEREFORE, the Parties agree as follows:1. Identity of the Parties1.1 The Seller is a [Insert Seller's Legal Status] and has the necessary authority to enter into this ESA.1.2 The Buyer is a [Insert Buyer's Legal Status] and has the necessary authority to enter into this ESA.2. Rights and Obligations of the Parties2.1 Seller's Rights and Obligations(a) The Seller has the exclusive right to sell and distribute the Products in the territory defined in Schedule A.(b) The Seller shall provide the Buyer with the Products, subject to the terms and conditions of this ESA.(c) The Seller shall deliver the Products to the Buyer in accordance with the delivery schedule set out in Schedule B.(d) The Seller shall provide the Buyer with the necessary technical assistance and documentation required for the resale of the Products.(e) The Seller shall ensure that the Products conform with the relevant laws and regulations of China.(f) The Seller shall not sell the Products to any third party in the territory during the term of this ESA.2.2 Buyer's Rights and Obligations(a) The Buyer has the exclusive right to resell the Products in the territory defined in Schedule A.(b) The Buyer shall purchase the Products from the Seller on the terms and conditions set out in this ESA.(c) The Buyer shall pay the Seller for the Products in accordance with the payment terms set out in Schedule B.(d) The Buyer shall use its best efforts to promote and sell the Products.(e) The Buyer shall not sell the Products outside the territory defined in Schedule A without the prior written consent of the Seller.3. Term and Termination3.1 This ESA shall commence on [Insert Commencement Date] and shall continue for a period of [Insert Term] years, unless terminated earlier in accordance with this ESA.3.2 Either Party may terminate this ESA by giving written notice of termination to the other Party if:(a) The other Party breaches any material obligation under this ESA and fails to remedy such breach within [Insert Notice Period] days of receipt of written notice from the non-breaching Party; or(b) The other Party becomes insolvent, bankrupt, or ceasesto carry on its business.3.3 Termination of this ESA shall not affect any rights or obligations accrued as at the date of termination.4. Governing Law and Dispute Resolution4.1 This ESA shall be governed by and construed in accordance with the laws of China.4.2 Any dispute arising out of or in connection with this ESA shall be resolved in accordance with the China InternationalEconomic and Trade Arbitration Commission (CIETAC) arbitration rules in effect at the time of the dispute.5. Miscellaneous5.1 This ESA constitutes the entire agreement between the Parties and supersedes all prior negotiations, understandings, and agreements, whether written or oral, relating to the subject matter of this ESA.5.2 This ESA may not be amended or modified, in whole or in part, except by a written instrument executed by both Parties.5.3 This ESA shall be executed in duplicate, each of which shall be deemed an original, and shall be binding on the Parties and their respective successors and assigns.5.4 The headings used in this ESA are for convenience only and shall not affect its interpretation.IN WITNESS WHEREOF, the Parties have executed this ESA as of the date first above written.SELLER:[Insert Seller's Name]By: [Insert Authorized Signatory's Name and Title]Date: [Insert Date]BUYER:[Insert Buyer's Name]By: [Insert Authorized Signatory's Name and Title] Date: [Insert Date]SCHEDULE ATerritory: [Insert Territory]SCHEDULE BDelivery Schedule: [Insert Delivery Schedule] Payment Terms: [Insert Payment Terms]。
独家销售英文合同模板
独家销售英文合同模板这是小编精心编写的合同文档，其中清晰明确的阐述了合同的各项重要内容与条款，请基于您自己的需求，在此基础上再修改以得到最终合同版本，谢谢！标题：独家销售英文合同模板---**Exclusive Sales Agreement**This Exclusive Sales Agreement (the "Agreement") is made and entered into as of [Insert Date], by and between [Insert Seller's Name] ("Seller"), a [Insert Seller's Incorporation Type] incorporated in [Insert Seller's Country/State], and [Insert Buyer's Name] ("Buyer"), a [Insert Buyer's Incorporation Type] incorporated in [Insert Buyer's Country/State].**Recitals**WHEREAS, Seller is engaged in the business of manufacturing and selling [Insert Product/Service];WHEREAS, Buyer desires to purchase from Seller and Seller desires to sell to Buyer the Products (as defined below) on an exclusive basis; NOW, THEREFORE, in consideration of the mutual promises contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:**Article 1: Definitions**1.1 "Products" means [Insert Description of Products], including all accessories, spare parts, and components necessary for the proper operation of such Products.1.2 "Territory" means [Insert Territory where Exclusive Sales will take place].1.3 "Sales Commencement Date" means [Insert Date when Sales will begin].**Article 2: Grant of Exclusive Rights**2.1 Seller grants to Buyer during the term of this Agreement the exclusive right and license to import, market, promote, distribute, and sell the Products in the Territory.2.2 Seller agrees not to directly or indirectly sell, offer for sale, distribute, or otherwise make available the Products in the Territory during the term of this Agreement, except to Buyer.**Article 3: Purchase and Sale of Products**3.1 Buyer agrees to purchase from Seller the Products at the prices set forth in the attached Schedule A (the "Purchase Prices").3.2 The parties agree to enter into a separate purchase order for each shipment of Products, which shall specify the quantity, price, delivery terms, and other terms and conditions applicable to such shipment.**Article 4: Delivery**4.1 Seller shall deliver the Products to Buyer's designated delivery pointin the Territory within the time frames specified in the purchase orders.4.2 Title and risk of loss shall pass to Buyer upon delivery of the Products to the delivery point.**Article 5: Payment**5.1 Buyer agrees to make payment for the Products in accordance with the terms set forth in the attached Schedule B (the "Payment Terms"). 5.2 All payments shall be made in [Insert Currency].**Article 6: Term and Termination**6.1 This Agreement shall commence on the Sales Commencement Date and shall continue for a term of [Insert Number] years (the "Term").6.2 Either party may terminate this Agreement upon written notice to the other party if the other party breaches any material provision of this Agreement and fails to cure such breach within [Insert Number] days after receipt of written notice thereof.**Article 7: Confidentiality**7.1 The parties agree to maintain the confidentiality of the terms and conditions of this Agreement, except as may be required by law or regulation.**Article 8: Governing Law and Dispute Resolution**8.1 This Agreement shall be governed by and construed in accordance with the laws of [Insert Governing Law Jurisdiction].8.2 Any disputes arising out of or in connection with this Agreementshall be resolved by arbitration in accordance with the rules of the [Insert Arbitration Institution], and the decision of the arbitrator(s) shall be final and binding upon the parties.**Article 9: Entire Agreement**9.1 This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements, understandings, negotiations, and discussions, whether oral or written, of the parties.IN WITNESS WHEREOF, the parties have executed this Exclusive Sales Agreement as of the date first above written.[Insert Seller's Name] [Insert Buyer's Name] By: ________________________ By:________________________Name: _______________________ Name:_______________________Title: _______________________ Title:_______________________Date: _______________________ Date:_______________________---请根据您实际情况修改上述合同模板，并在使用前寻求专业法律意见。
独家经销协议(中英文)2篇
独家经销协议(中英文)2篇篇1本协议于XXXX年XX月XX日签署，由以下两方共同达成：经销方：（以下简称“甲方”）公司名称：_________________________地址：_____________________________法定代表人：_______________________联系方式：_________________________电子邮箱：_________________________供应商：（以下简称“乙方”）公司名称：_________________________地址：_____________________________法定代表人：_______________________联系方式：_________________________电子邮箱：_________________________鉴于甲、乙双方共同意愿，经过友好协商，达成如下独家经销协议，以明确双方权利义务关系，保障双方的合法权益。
一、协议目的本协议旨在明确甲、乙双方在经销合作中的权利和义务，确立独家经销关系，保障乙方产品在甲方指定区域内的独家销售权。
同时，本协议规定了双方的合作方式、合作期限、违约责任等重要事项。
二、经销范围及期限1. 甲方同意作为乙方产品的独家经销商，在指定区域内销售乙方产品。
指定区域为_________________________。
2. 本协议自签署之日起生效，有效期为______年。
协议期满前，双方可协商续签。
三、产品供应及定价1. 乙方保证向甲方提供合法、真实、有效的产品资料，并保证产品质量。
2. 乙方按照约定的价格向甲方提供产品，并确保在协议期间不得擅自调整供货价格。
3. 甲方根据市场需求及乙方指导价格制定销售策略，自主确定销售价格。
四、支付与结算方式1. 双方约定采用______方式进行结算。
2. 甲方应按照约定的时间节点支付货款，确保货款安全及时到达乙方账户。
独家经销协议(中英文)6篇
独家经销协议(中英文)6篇篇1本协议于XXXX年XX月XX日签署，由以下两方共同签订：甲方：（以下简称“供应商”）乙方：（以下简称“经销商”）鉴于双方愿意在经销领域建立长期稳定的合作关系，共同拓展市场，实现共赢发展，经友好协商，达成如下独家经销协议：一、协议目的本协议旨在明确供应商与经销商之间的独家经销关系，规定双方的权利和义务，确保双方共同遵守并执行。
双方同意在本协议规定的范围内开展业务活动，并承诺遵守国家法律法规和行业规范。
二、经销区域及期限经销商被授权在特定区域内独家经销供应商的指定产品。
具体区域和期限详见本协议附件。
经销商在此期限内享有独家经销权，供应商不得擅自扩大其他经销商的经营范围或允许其他经销商在指定区域内经营同类产品。
三、产品供应及价格政策供应商保证及时向经销商提供质量稳定的产品，并遵守承诺的价格政策。
经销商按照供应商规定的价格销售产品，不得擅自调整价格。
如供应商调整价格，应提前通知经销商并得到经销商同意后再行实施。
四、市场营销支持供应商将向经销商提供必要的产品宣传资料、市场信息和销售支持。
经销商应按照供应商的要求进行市场推广和营销活动，共同拓展市场份额。
五、保密条款双方应对本协议内容、商业计划、产品配方、市场策略等涉及商业秘密的事项予以保密，未经对方同意，不得泄露给第三方。
六、违约责任如双方中的任何一方违反本协议的任何条款，均应承担违约责任。
具体违约责任详见本协议附件。
七、适用法律及争议解决本协议适用中华人民共和国法律。
如双方在履行本协议过程中发生争议，应首先通过友好协商解决；协商不成的，任何一方均有权向有管辖权的人民法院提起诉讼。
Eighth, Agreement in EnglishExclusive Distribution AgreementThis Agreement is made and entered into on ____(MM/DD/YYYY) by and between:Party A: (hereinafter called the "Supplier")Party B: (hereinafter called the "Distributor")WHEREAS, the Parties wish to establish a long-term and stable cooperative relationship in the field of distribution, and to jointly expand the market and achieve win-win development;NOW, THEREFORE, the Parties, by friendly consultation, agree to the following Exclusive Distribution Agreement:I. Purpose of the AgreementThis Agreement is intended to clarify the exclusive distribution relationship between the Supplier and the Distributor, stipulate the rights and obligations of both Parties, and ensure that both Parties comply with and implement the Agreement. The Parties agree to conduct business activities within the scope stipulated in this Agreement and承诺to abide by national laws, regulations and industry norms.II. Distribution Area and TermThe Distributor is authorized to distribute the Supplier's designated products exclusively within a specific area. The specific area and term are detailed in the appendix of this Agreement. The Distributor enjoys exclusive distribution rights during this term, and the Supplier shall not arbitrarily expand the business scope of other distributors or allow other distributors to operate similar products within the designated area.III. Product Supply and Price PolicyThe Supplier guarantees to provide the Distributor with stable quality products in a timely manner and comply with the promised price policy. The Distributor shall sell products at the prices specified by the Supplier and shall not adjust the priceswithout authorization. If the Supplier adjusts the prices, it shall notify the Distributor in advance and implement them after obtaining the Distributor's agreement.IV. Marketing SupportThe Supplier will provide the Distributor with necessary product promotional materials, market information, and sales support. The Distributor shall conduct market promotion and marketing activities in accordance with the requirements of the Supplier to jointly expand market share.V. ConfidentialityBoth Parties shall keep confidential matters related to business secrets, such as the content of this Agreement, business plans, product formulas, marketing strategies, etc., and shall not disclose them to third parties without the other Party's consent.VI. Liability for Breach of ContractIf any Party breaches any term of this Agreement, it shall bear liability for breach of contract. The specific liability for breach of contract is detailed in the appendix of this Agreement.VII. Applicable Law and Settlement of DisputesThis Agreement is governed by the laws of the People's Republic of China. If any dispute arises between the Parties during the performance of this Agreement, it shall be resolved first through friendly consultation; if no settlement is reached, any Party may file a lawsuit with the people's court having jurisdiction.VIII. Other Terms and Conditions篇2本协议于XXXX年XX月XX日在__________（地点）由以下双方签订：甲方：____________（公司全称）地址：____________法定代表人：____________联系方式：____________乙方：____________（经销商全称）地址：____________法定代表人：____________联系方式：____________鉴于甲、乙双方为了共同拓展市场，实现双方共赢，在平等互利的基础上，根据中华人民共和国有关法律、法规的规定，经过友好协商，达成如下独家经销协议。
独家经销协议(中英文)
独家经销协议(中英文)独家经销协议 (Exclusive Distribution Agreement)本协议由下列双方签署：甲方： [公司名称]地址：[地址]电话：[电话]法定代表人：[法定代表人]乙方：[公司名称]地址：[地址]电话：[电话]法定代表人：[法定代表人]鉴于甲方作为产品的制造商，拥有销售和分销产品的权利，鉴于乙方在销售和分销领域具有丰富的经验和资源，甲、乙双方决定达成以下协议：1. 定义1.1 “产品”指甲方所制造的具体产品。
1.2 “独家经销权”指乙方作为甲方产品的唯一经销商，享有在指定地区内独家销售和分销产品的权利。
1.3 “指定地区”指乙方在本协议中被授予独家销售和分销产品的特定地理区域。
2. 权利和义务2.1 甲方同意授予乙方在指定地区内的独家经销权，乙方同意成为甲方产品的唯一经销商。
2.2 乙方有责任积极推广和销售甲方产品，通过市场营销和广告宣传提高产品的知名度和销量。
2.3 乙方有义务定期向甲方提供产品销售情况的报告和销售计划。
2.4 甲方有义务不向其他经销商出售产品或在指定地区内进行直销活动，除非乙方同意或本协议终止。
2.5 双方同意保持商业机密和竞争对手信息的保密，并采取适当措施保证其保密性。
3. 终止3.1 本协议的有效期为 ___ 年，自协议签署之日起算。
协议到期前的 30 天内，乙方和甲方都有权选择是否续签协议。
3.2 如果一方违反本协议的任何条款，并且未能在接到对方的通知后进行修正，在发生此类违规行为后，对方有权立即终止本协议。
3.3 协议终止后，双方都应终止使用对方商标和其他知识产权，并按照本协议约定的期限处理库存。
本协议已由双方充分审阅并理解，并同意按照协议条款执行。
甲方：签署日期：乙方：签署日期：。
独家经销协议(中英文)3篇
独家经销协议(中英文)3篇篇1本协议于XXXX年XX月XX日签署，由以下两方共同达成：经销方：（以下简称“甲方”）公司名称：_____________________________注册地址：_____________________________法定代表人：_____________________________联系方式：_____________________________电子邮箱：_____________________________经销商号：（以下简称“乙方”）_______________。
地址为_____________注册的经营酒类及相关产品之商人。
甲乙双方本着互惠互利的良好合作意愿以及维护正常合法的酒类经销市场秩序为原则的前提下达成以下协议。
双方在平等自愿的基础上，经充分协商，特订立本协议，以明确双方的权利义务关系，共同遵照履行。
现协议具体内容如下：独家经销协议中英文版如下：Exclusive Distribution AgreementThis Agreement is made and entered into on (Date), by and between the following two parties:Distributor: (hereinafter referred to as "Party A")Company Name: _________________________________Registered Address: _________________________________Legal Representative: _________________________________Contact Information: _________________________________Email: _________________________________篇2本协议于XXXX年XX月XX日签署，由以下两方共同达成：经销方：（以下简称“甲方”）公司名称：___________________________地址：___________________________法定代表人：___________________________联系方式：___________________________电子邮箱：___________________________业务范围：【请根据实际情况填写甲方的业务类型和经营范围】注册地址：【填写注册地址】税务登记号：【填写税务登记号】营业执照注册号：【填写营业执照注册号】电话：【填写联系电话】传真：【填写传真号码】邮编：【填写邮编】网址：【填写网址】联系人：【填写联系人姓名】等。
独家销售协议中英文范本
独家销售协议中英文范本Sole Distributorship Agreement独家经销协议THIS AGREEMENT made and entered into this day of in the year of and between:协议于年月日签订和缔结，协议的双方如下：Party A: Beijing Dabao Cosmetics甲方：北京大宝化妆品有限公司Party B:乙方：Whereas Clause1）WHEREAS, Party A is desirous of exporting the products (stipulated in Article 3 hereof) to the territory (stipulated in Article 4 hereof) and is willing to grant to Party B the exclusive right to sell and distribute the said products in the said territory; 2）WHEREAS, Party B is desirous of purchasing and importing from Party A the said products for sale in the said territory and is also desirous of acting in an exclusive capacity as the Party B of the said products in the said territory;NOW, THEREFORE, in consideration of the premises andthe mutual covenants to be faithfully performed herein contained, Party A and Party B agree as follows: 说明条款1）甲方欲出口指定产品（由本合约第三条中规定）到指定地区（由本合约第四条中规定）去并愿意授予乙方在所述地区销售和经销所述产品的独家权利；2）乙方欲向甲方购买和进口所述产品以便在所述地区出售，并欲以独家权能担任所述产品在所述地区的经销商；考虑到这些前提及本合约所包含的要忠实执行的相互契约，甲方和乙方兹协议如下：Main Body：本文：Article 1. Appointment1）During the effective period of this Agreement, Party A hereby grants to Party B the exclusive right to sell Products in Territory;2）Party B accepts and assumes such appointment for the sale and distribution of Products in Territory.第一条．委任1）在本合约的有效期间，甲方兹授予乙方在所定“地区”销售所定“产品”的独家权利；2）乙方接受和承担在所定地区销售和经销该产品的这种任命。
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独家销售协议Exclusive Sales Agreement本协议于__2013____年___8_月__31__日在__重庆____（地点）由有关双方在平等互利基础上达成，按双方同意的下列条件发展业务关系：This agreement is made and entered into by and between the parties concerned on _2013/8/31_(Date) in _ChongQing_ (Place) on the basis of equality and mutual benefit to develop business on terms and conditions mutually agreed upon as follows:1.协议双方1. The Parties Concerned甲方：乙方：Party A：Party B：地址：地址：Add: Add:电话：电话：Tel: Tel:传真：传真：Fax: Fax:2.委任2.Appointment甲方指定乙方为其独家销售商，为第三条所列商品从第四条所列区域的顾客中招揽订单，乙方接受上述委任。
Party A hereby appoints Party B as its Exclusive Distributor to solicit orders for the Commodity stipulated in Article 3 from customers in the Territory stipulated in Article 4, and Party B accepts and assumes such appointment.3.代理商品：中国重庆生产的宗申牌电动三轮车3. Commodity: ZongShen Brand Electric Tricycle Made in ChongQing,China4.代理区域：仅限于泰国北部及老挝地区4. Territory: In northern Thailand and Laos only.5.价格与支付5. Price and Payment每一笔交易的货物价格应由乙方与买主通过谈判确定，并须经甲方最后确认。
付款使用保兑的、不可撤销的信用证，由买方开出，以甲方为受益人。
信用证须在装运日期前_30__天到达甲方。
The price for each individual transaction shall be fixed through negotiations between Party B and the buyer, and subject to Party A's final confirmation.Payment shall be made by confirmed, irrevocable L/C opened by the buyer in favor of Party A, which shall reach Party A 30 days before the date of shipment.6.商情报告6. Market Report为使甲方充分了解现行市场情况，乙方应至少每季度一次或在必要时随时向甲方提供市场报告，内容包括与本协议代理商品的进口与销售有关的地方规章的变动、当地市场发展趋势等。
In order to keep Party A well informed of the prevailing market conditions, Party B shall supply Party A, at least once a quarter or at any time when necessary, with market reports concerning changes of the local regulations in connection with the import and sales of the Commodity covered by this agreement, local market tendency etc.7.广告及费用7. Advertising and Expenses乙方负担本协议有效期内在泰国及老挝销售商品所做广告宣传的一切费用，并向甲方提交所用于广告的声像资料，供甲方事先核准。
Party A shall bear all expenses for advertising and publicity in connection with the Commodity in Thailand and Laos within the validity of this agreement, and shall submit to Party A all audio and video materials intended for advertising for prior approval of Party A.8.工业产权8. Industrial Property Rights在本协议有效期内，为销售本协议项下的代理商品，乙方可以使用甲方拥有的商标，并承认使用于或包含于代理商品中的任何专利商标、版权或其他工业产权为甲方独家拥有。
一旦发现侵权，乙方应立即通知甲方并协助甲方采取措施保护甲方权益。
Party B may use the trade-marks owned by Party A for the sale of the Commodity covered herein within the validity of this agreement, and shall acknowledge that all patents, trademarks, copy rights or any other industrial property rights used or embodied in the Commodity shall remain to be the sole properties of Party A. If any infringement be found, Party B shall promptly notify and assist Party A to take steps to protect the latter's rights.9.协议有效期9. Validity of Agreement本协议经有关双方如期签署后生效，有效期为_ 1_年，从_2013_年_8_月_31_日至__2014___年___8__月__31___日。
除非作出相反通知，本协议期满后将延长_3个月。
This agreement, when duly signed by the both parties concerned, shall remain effect for __12___ months from _2013/8/31_ (date) to _2014/8/31__(date), and it shall be extended for another __3__months upon expiration unless notice in writing is given to the contrary.10.协议的终止10. Termination在本协议有效期内，如果一方被发现违背协议条款，另一方有权终止协议。
During the validity of this agreement, if either of the two parties is found to have violated the stipulations herein, the other party has the right to terminate this agreement.11. 不可抗力11. Force Majeure由于水灾、火灾、地震、干旱、战争或协议一方无法预见、控制、避免和克服的其他事件导致不能或暂时不能全部或部分履行本协议，该方不负责任。
但是，受不可抗力事件影响的一方须尽快将发生的事件通知另一方，并在不可抗力事件发生15天内将有关机构出具的不可抗力事件的证明寄交对方。
Either party shall not be responsible for failure or delay to perform all or any part of this agreement due to flood, fire, earthquake, draught, war or any other events which could not be predicted, controlled, avoided or overcome by the relevant party. However, the party affected by the event of Force Majeure shall inform the other party of its occurrence in writing as soon as possible and thereafter shall send a certificate of the event issued by the relevant authorities to the other party within 15 days after its occurrence.12. 争议解决12. Dispute Resolution因凡因本合同引起的或与本合同有关的任何争议，双方应首先尝试友好协商解决。
如果一方向另一方发出协商通知之日起三十日内，争议仍未得到解决，则应将争议提交中国国际经济贸易仲裁委员会上海分会，按照申请仲裁时该会实施的仲裁规则进行仲裁。
仲裁裁决是终局的，对双方均有约束力。
Any dispute arising from or in connection with this agreement shall first be attempted to be resolved through discussions and consultations between the Parties in good faith. If the dispute remains unresolved upon expiration of 30 days after written notice has been sent by one Party to the other Party, the dispute shall besubmitted to China International Economic and Trade Arbitration Commission, Shanghai Sub-Commission for arbitration, which shall be conducted in accordance with the Commission's arbitration rules in effect at the time of applying for arbitration. The arbitral award is final and binding upon both Parties.13.语言13. Language本合同以中英文书就，如中英文内容存在不一致，以中文为准This agreement is made in both Chinese and English. In the event of any discrepancy between the two versions, the Chinese version shall prevail.14. 管辖法律14. Governing Law本协议受中华人民共和国法律管辖并按中华人民共和国法律解释。