Exclusivity Term Sheet 1 独家代理协议.doc

SALES EXCLUSIVITY AGREEMENT This Sales Exclusivity Agreement (this “Agreement”) shall be effective __________________ (the “Effective Date”) and is entered into by and between 供应商and 代理商(each a “Party”, and collectively the “parties”) with respect to the following: SCOPE The scope of this agreement covers the offering of exclusive sales distribution rights of 供应商products to 代理商. Both Parties agree: The exclusive sales territory (“Territory”) is described as the Provinces and Territories of 代理地区 The selected products for exclusive sales distribution (“Products”) are listed in Schedule “A” below. 代理商 would like to receive exclusive distribution rights of Products within 代理区域. 供应商 would like to offer exclusive distribution rights of the Products to 代理商 within 代理区域, assuming a minimum sales order requirement (“Sales Commitment”) is met as listed in Schedule “A”. The constraints and requirements of this agreement are outlined below. PRODUCTS Products are defined as developed and manufactured by 供应商, that are designed for sale into the general public. Detailed in the attached Schedule “A”, the listed Products will be offered to 代理商 exclusively within 代理区域. Schedule “A” will be amended from time to time as other products become available for exclusivity. 供应商 will offer 代理商 a “first right of refusal” for exclusivity within 代理区域, on any new products as they are introduced and released. Restricted OEM developments, customer specific designs, proprietary developments, and not for public sale products developed by 供应商, are not required to be offered to 代理商 by 供应商 discretion. OBLIGATIONS OF 供应商 - EXCLUSIVITY RIGHTS In offering Exclusivity Rights to 代理商, 供应商 agrees to the following: 供应商 gives 代理商 the exclusive right, to purchase, inventory, promote, and resell selected new and existing 供应商 Products as listed in Schedule “A” within 代理区域. 供应商 will not knowingly sell or distribute any of the Products as listed in Schedule “A” to other suppliers, distributors, resellers, or retaile