独家代理协议Exclusive Agency Agreement(中英文)


Exclusive Agency Agreement


This agreement is made and entered into by and between the parties concerned on ___________ (Date) in ________ (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
  2. The Parties Concerned

Party A:



Party B:________






Tel:   86-21-31335237



Tel: ___________



Fax:  86-21-31335248



  1. 委任
  2. Appointment


Party A hereby appoints Party B as its Exclusive Agent 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.

  1. 代理商品:
  2. Commodity:
  3. 代理区域:仅限于韩国
  4. Territory: In _Korea_
  5. 价格与支付
  6. Price and Payment



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.

  1. 商情报告
  2. 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、当地市场发展趋势以及买方对甲方按协议供应的货物的品质、包装、价格等方面的意见。乙方还承担向甲方提供其他供应商类似商品的报价和广告资料。

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 and the buyer’s comments on quality, packing, price, etc. of the goods supplied by Party A under this agreement. Party B shall also supply Party A with quotations and advertising materials on similar products of other suppliers.

  1. 广告及费用
  2. Advertising and Expenses


Party A shall bear all expenses for advertising and publicity in connection with the Commodity in Korea 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.

  1. 佣金
  2. Commission


Party A shall pay Party B a commission of_____% on the invoiced selling price on all orders directly obtained by Party B and accepted by party A. For each order, Party A shall paid the commission to Party B within _____days from the date Party A receives the full payment for such order.

  1. 工业产权
  2. 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. Should any infringement be found, Party B shall promptly notify and assist Party A to take steps to protect the latter’s rights.

  1. 协议有效期
  2. Validity of Agreement

本协议经有关双方如期签署后生效,有效期为_____年,从_____年_____月_____日至_____年_____月_____日。 除非作出相反通知,本协议期满后将延长_____个月。

This agreement, when duly signed by the both parties concerned, shall remain effect for _____ months from ________ (date) to ________ (date), and it shall be extended for another ____months upon expiration unless notice in writing is given to the contrary.

  1. 协议的终止
  2. Termination


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.

  1. 不可抗力
  2. Force Majeure


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.

  1. 争议解决
  2. Dispute Resolution


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 be submitted 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.

  1. 语言
  2. Language


This agreement is made in both Chinese. In the event of any discrepancy between the two versions, the Chinese version shall prevail.

  1. 管辖法律
  2. Governing Law


This agreement shall be governed, construed and interpreted in accordance with the laws of the People’s Republic of China.


The parties have executed this Exclusive Agency Agreement on the date first written above.


Party A:


Authorized Representative: Yao Yaun





Party B: [ ]



Authorized Representative: