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以下是一个阿联酋客户发来的，第一次看到这种契约，不知道有什么问题存在，请大家帮忙看看，谢谢。在线急等。
LOCAL AGENCY AGREEMENT
This Agreement is entered into on this (day) day of (month), 2009;
PREAMBLE
(1) Whereas the Company and the Agent have entered into an agreement whereby the Agent will provide support services and assist the Company in selling & marketing activities of its products in a Territory;
(2) The Agent has legal permission to operate as an Agent in the Territory in which the Company requires support services;
(3) The Agent wishes to be appointed as the Company’s local Agent in respect of those services and the Company has agreed to appoint the Agent as its local agency upon the terms and conditions set out in this local agency agreement (the Agreement).
(4) This agreement is mutually non–exclusive, in that either party can appoint and have an agreement with other companies, organizations in the same territory or product range.
NOW IT IS HEREBY AGREED AS FOLLOWS:
1 DEFINITIONS AND INTERPRETATION
1.1 In this Agreement, the following expressions shall have the following meanings:
Customer means any company, group or organisation that requires the products of the Company in the Territory;
Commencement Date 1st October 2009
Territory means Middle East, Pakistan & Afghanistan (MEPA)
Products means the entire product range manufactured or supplied by the Company
2. SCOPE OF THE AGREEMENT
2.1 On and with effect from the Commencement Date the terms and conditions of this Agreement shall apply to the sales and marketing by the Agent to the Customer for the products of the Company.
2.2 This Agreement shall be deemed to be effective for a term of two (2) years (Term) or unless terminated pursuant to Clause 8.
3. THE SERVICES
3.1 The Agent shall promote and market the products of the Company in the Territory.
3.2 In providing the services in 3.1, the Agent warrants and undertakes to:-
3.2.1 exercise the best practice applicable in the industry;
3.2.2 comply with all relevant laws, regulations and codes applicable to the provision of these services in the Territory;
3.2.3 obtain all necessary permissions and clearances to carry out the business in the Territory for the Client;
3.3 The Agent acknowledges and agrees that any breach of Clause 3.2 above shall constitute a material breach of this Agreement entitling the Company to terminate this Agreement immediately.
4. RESPONSIBILITIES AND FEES
4.1 The Agent will promote and market the products of the Company in the Territory.
4.2 In the event of participation in tenders in the Territory:
4.2.1 The Agent will identify tenders and obtain tender documents within the Territory for the review and joint completion with the Company.
4.2.2 The Company shall determine if they will participate in any tender and has the right to refuse participation.
4.2.3 If the Company decides to participate in any tender, then submitting the full amount of the Tender Bond will be the sole responsibility of the Company as responsibility of providing the products in time and accordance to specifications will always be in direct control of the Company.
4.4 The Agent will be entitled to a fee for all successful sales of the products of the Company. The fee shall be either:
• If a commissionable price is offered by the Company to the Agent, then a 10 % commission of the total invoice value of the products offered
or
• If a non-commissionable price is offered by the Company, then a margin over and above the final sale price of the Company to the Agent, to be determined by the Agent from time to time.
5. CONFIDENTIALITY
5.1 This Agreement and all information regarding the business or activities of the Agent, the Company and the Customer and its Affiliates made available as a result of this agreement will at all times be treated by both parties as confidential (unless the same is manifestly within the public domain for reason other than breach of this agreement) and will not be published, disclosed or circulated by either party unless:
5.2 with the prior written consent of the Agent; or
5.3 as required by law.
5.4 No public announcement or communication relating to the negotiation of the parties or the subject matter or terms of this agreement is to be made or authorised by or on behalf a party without the prior written approval of the other party.
6. WAIVER
The failure of either party to exercise any right granted to it herein, or to require the performance by the other party of any provisions of this Agreement, shall not prevent the subsequent exercise or enforcement of such provision or be deemed to be a waiver of any such right or any other provision of this Agreement, nor shall any waiver be implied from the acceptance of any payment or service.
7. TERMINATION OF THE AGREEMENT
7.1 The Company is entitled to terminate this agreement with immediate effect on written notice if the Agent:
8.1.1 is in breach of any of its material obligations under this Agreement; or
8.1.2 if any of the following events occur in respect of the Agent or the Company has reasonable grounds to believe that one is likely to occur, namely that the Agent or Company makes a voluntary arrangement with its creditors or becomes subject to an administration order, goes into liquidation or becomes insolvent.
8.2 Notwithstanding Clause 8.1 above, either Party may terminate this agreement by giving sixty (60) days notice in writing to the other Party.
8. SEVERABILITY
8.1 If any provision of this Agreement shall be found by any court or administrative body of a competent jurisdiction to be invalid or unenforceable, the invalidity or unenforceability of such provision shall not affect the other provisions of this Agreement and all provisions not affected by such invalidity or unenforceability shall remain in full force and effect.
9. RELATIONSHIP OF PARTIES
Each Party enters into this Agreement as an independent Party and nothing herein contained shall create any joint venture, partnership, agency or trust between them, it being agreed that each Party shall be individually responsible only for its obligations under this Agreement.
10. GENERAL
10.1 This agreement and all matters collateral hereto will be governed by the laws of the United Arab Emirates.
是不是要第三方机构？
IN WITNESS WHEREOF the parties, through their authorized representatives, have signed this Agreement on the date first mentioned above.
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发表于 2009-9-16 10:25:00
