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Distribution Contract

  •  

    This Sole Distribution Agreement is entered into by and between the following two parties on 2011-08-17 in Beijing, China:

    Party A:

     

     

    Party B: Beijing Airport Beiguang Instrument Co.,ltd

    Address: A7,Tianzhu West Road, Area A, Tianzhu Airport Economic Development Zone,Beijing, 101300,  P.R.China.

    Tel. No.: 0086-10-80487531

    Fax No.: 0086-10-80487531

     

    WHEREAS,

     

    1.             Party B is the manufacturer of the product which is described in Article 1 below (the “Product”).

     

    2.             Party A is the sole distributor of this Product in ____________.

     

    After friendly negotiation, both parties reached the following agreements:

     

    Article 1       Products to be distributed and the quantity
     

    1.1: The Product is ___________________

    1.2: Mini Quantity of each month: ___________

     

    Article 2      Distribution Territory

     

    2.1     Party A’s distribution territory of the Product shall be _______ (the “Territory”). Party B appoints Party A as the sole distributor of Products in Article 1 in the Territory.

    2.2   Except for Party A, Party B can not appoint other party as its distributor or agent in the Territory to resell the Product in Article 1.

    2.3   Party A should finish the min order units described in Article 1 above each month, if Party A can not finish the min order in four month, Party B has the right to cancel the sole distribution right of Party A, but Party A still have the right of the distribution favourable price in the territory as this agreement in the period.

     

    Article 3       Warranty of the products
     

    The warranty period of the Product to be sold by Party B to Party A are 12 months.  If Party A discovers that any Product it purchased from Party B has quality defect during the 24th months, Party A shall also have the right to request Party B to replace the defective Product with qualified Product for free. And Party A shall return the defective parts to party B, and party A and Party B will both share half of the all shipment expenses arising from the replacement.

    If Party A discovers that any Product it purchased from Party B has quality defect after 24th months, Party A shall also have the right to request Party B to replace the defective Product with qualified Product. But Party A should responsible for all expenses arising from the replacement.

     

    Article 4       Term of this Agreement
    The term of this Agreement is one year commencing from the date of its effectiveness.

    Article 5       FORCE MAJEURE
     

    5.1        In the event that either Party is prevented from performing this Agreement in whole or in part by any Force Majeure event, such as earthquake, typhoon, flood, fire, war, relevant change in the political or economical environment of the Territory or other unforeseeable events and their happening and consequences are unpreventable and unavoidable, the party that is prevented from performing this Agreement must:

     

    i)          notify the other party immediately;

     

    ii)         within thirty (30) days after the occurrence of the Force Majeure event provide the details of such Force Majeure event and the reasons for its inability to perform this Agreement, in whole or in part, or the need to delay the performance of this Agreement.

     

    5.2        Depending on the degree to which the performance of this Agreement has been affected by the Force Majeure event, both Parties shall consult with each other and decide whether this Agreement should be terminated, whether the contractual obligations affected should be cancelled or whether the performance of such obligations should be delayed up to a maximum of ninety (90) days.

     

    Article 6       Settlement of Disputes
    6.1 Any disputes between the parties arising from or in connection with this Agreement shall be settled through friendly consultation between the parties.  All disputes which are not resolved within thirty (30) days of first arising shall be finally settled by the way of arbitration. 
     

    6.2       Either party may refer the dispute to China International Economic and Trade Arbitration Committee (the “CIETAC”) for arbitration in Beijing, China which shall be conducted in accordance with the arbitration rules of CIETAC in effect at the time of applying for arbitration.

    6.3        The arbitral award is final and binding upon both parties.  Unless otherwise determined in the arbitral award, the arbitration fee and other expenses shall be borne by the losing party.
    6.4        During the period in which the dispute is being resolved, both parties shall continue to perform all of the provisions of this Agreement which are not under dispute and which are able to be performed by them.
     

    Signed by:

     

    PARTY A:.

     

     

    Legal or Authorized Representative:
     PARTY B: Beijing Airport Beiguang Instrument Co.,ltd

     

     

    Legal or Authorized Representative: