编码 (No) ：
日期 (Date) ：
地点 (Signed at) ：
This agreement is entered into between the parties concerned on the basis of equality and mutual benefit to develop business on terms and conditions mutually agreed upon as follows:
供应商 : 湖南无比创意家居有限公司
Supplier : Hunan Wubi Paintings Decoration Co.,Ltd
地址 ： 湖南省长沙市车站北路649号天都大厦12楼
Add : The 12th floor,Tiandu Building,No.649 North Road of train station,Changsha,China
Tel : Fax：
Tel : Fax :
Article 1. Appointment
During the effective period of this Agreement. Supplier hereby appoints as its distributor to sell NO PEN MURAL products from customers in the territory stipulated in Article 3 and the distributor accepts and assumes such appointment.
Article 2. Products
The products covered under this Agreement shall be expressly conned to _No Pen Mural Construction Main Material___(hereinafter called products)
Article 3. Territory
The territory covered under this Agreement shall be expressly confined to _____ Country (hereinafter called Territory).
Article 4. Distributor Condition
The first purchase of 2000 USD.
Article 5. Duration
本协议经双方签字生效。经销商期限：壹 年（ 年 月 日 --- 年 月 日）；
This Agreement shall enter into force on the signing of both parties. Duration of the agency agreement.: One Year
（_____ Date_____ Month____Year to ____ Date ____ Month ____ Year ）
Article 6. The Renew Standard Of Annual distributor Qualification
No annual accumulated replenishment quantity requirement
Article 7. Distributor upgrade to exclusive agent
For general distributors , if half year accumulated purchase volume achieved the corresponding exclusive agent standard, and under the premise of no agent in the local place, can be upgraded into exclusive agent, and sign an exclusive agent agreement.
Article 8. Distributor Price （Tax price）
40 USD/ Pattern （CIF Price ）
Article 9. Terms of payment
This contract payment terms will be made with payments in accordance with following:
100% payment before delivery .
2 供应商银行账户 ：
开户名 ： 湖南无比创意家居有限公司
开户行 ： 建设银行长沙四方坪支行
账号 ： 43050175373600000069
Supplier Account : 43050175373600000111
SWIFT : PCBCCNBJHUX
BANK NAME : HUNAN BRANCH, CHINA CONSTRUCTION BANK
ADD : YINGANG BUILDING NO.2 BAISHA ROAD,CHANGSHA CITY, HUNAN PROVINCE
BENEFICIARY NAME : Hunan Wubi Paintings Decoration Co.,LTD
Article 10. Time of delivery and shipment
Delivery within two working days after received the payment.
Article 11. Logistics Policy
Mode of transport: International Ocean Shipping
The supplier is responsible for international logistics fee ( CIF fee )
Remark: If air freight exceed sea transportation fee, distributors should in charge of the exceeded part of shipping fee.
Article 12. Return policy
1. Apart from quality problems (Due to construction material damage or loss, that the paintings can not be finished well according to effect picture, can return goods) , for any other reasons can not return goods.
Replacement (the pattern can be free to exchange), distributors should in charge of the freight.
Article 13. The Supplier’s Duty
After the contract comes into force, the supplier should provide free construction technical and sales training information.（by videos）
After signed the contract,the distributor should self-management, self-financing, all business risks and responsibilities have nothing to do with the supplier.
Article 14. Distributor’s Duty
In the cooperation period and after the termination of cooperation, distributor is strictly prohibited cross-regional sales, delivery or construction. Otherwise the supplier has the right to unilaterally disqualify the distributor, confiscate the distributor’s balance payment of undelivered products .
The distributor have obligation to maintain the "no pen mural" brand ; product technology and intellectual property rights are all belong to the supplier, strictly prohibited to promote and construction with another brand; otherwise the supplier has the right to ban the distributor’s right, and punish more than 50,000 USD as the liquidated damages.
Article 15. Information and Report
Both supplier and distributor shall quarterly and/or on the request of either party furnish information and market report each other to promote the sale of products as much as possible.The distributor shall report to the supplier the inventory of products, market conditions and other commercial activities of the goods.
Article 16. Sales Promotion
In order to promote and regulate the development of sales, distributors are obliged to actively cooperate with suppliers to carry out various activities and directives. The seller should distribute to the distributor a certain number (the value does not exceed 2% of the purchase price) of the construction tools, advertising items and so on.
Article 17. Termination
In case there is any nonperformance and/or violation of the terms and conditions under this Agreement by either party during the effective period of this agreement,the parties hereto shall do their best to settle the matter in question as prompt and amicable as possible to mutual satisfaction.Unless settlement should be reached within thirty (30) days after notification in writing of the other party,such other party shall have the right to cancel this Agreement and the loss and damages sustained thereby shall be indemnified by the party responsible for the nonperformance and/or violation. Further in case of bankruptcy or insolvency or liquidation or death and/or reorganization by the third party of the other party ,either party may forth with terminate this Agreement without any notice to the other party.
Article 18. Force Majeure
自然灾害、政府采购或禁令以及其他任何双方在签约时不能预料、无法控制且不能避免和克服的事件。但受不可抗力影响的一方，应尽快地将发生的事件通知对方，并附上证明材料。Either party shall not be held responsible for failure or delay to perform all or any part of the due to Acts of God, Government orders or restriction or any other events which could not be predicted at the time of the conclusion of the Agreement and could not be controlled,avoided or overcome by the parties.However, the party effected by the Event of Force Majeure shall inform the other party of its occurrence in Written as soon as possible.
Article19. Trade Terms and Governing Law
The trade terms under this Agreement shall be governed and interpreted under the provisions of 1990 Incoterms and this Agreement shall be governed as to all matters including validity,construction,and performance under the laws of Peoples Republic of China.
Article 20. Arbitration:
All disputes arising from the performance of the Agreement should be settled through friendly negotiations. Should no settlement be reached through negotiation, the case shall then be submitted for arbitration to the China International Economic and Trade Arbitration Commission(Changsha office) and the rules of this Commission shall be applied. The award of the arbitration shall be final and binding upon both parties. The Arbitration fee shall be born by the losing party unless otherwise awarded by the arbitration organization.
Article 21. Contract copies and effect
The contract is done in duplicate. Each of the parties should holds one copy. The contract comes into force from the date of signing and official seal and terminate when the warranty term expires.
Signed and sealed by both parties is effective.
THE SUPPLIER: THE DISTRIBUTOR: