Contract No.：

Date：

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:

1. Contracting Parties

Supplier: （hereinafter called “party A”）

Address : ＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿

Tel. : ＿＿＿＿＿＿＿＿＿＿ Fax : ＿＿＿＿＿＿＿＿＿

E-mail : ＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿

Agent:（hereinafter called “party B”）

Address : ＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿

Tel. : ＿＿＿＿＿＿＿＿＿ Fax : ＿＿＿＿＿＿_______

E-mail : ＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿_____________

Party A hereby appoints Party B to act as his selling agent to sell the commodity mentioned below.

2. Commodity and Quantity or Amount

It is mutually agreed that Party B shall undertake to sell not less than USD ________ of the aforesaid commodity in the duration of this Agreement。

3. Territory

In ＿＿＿＿ only.

4. Confirmation of Orders

The quantities, prices and shipments of the commodities stated in this Agreement shall be confirmed in each transaction, the particulars of which are to be specified in the Sales Confirmation signed by the two parties hereto.

5. Payment

After confirmation of the order, Party B shall arrange to open a confirmed, irrevocable L/C available by draft at sight in favor of Party A within the time stipulated in the relevant S/C. Party B shall also notify Party A immediately after L/C is opened so that Party A can get prepared for delivery.

6. Commission

Upon the expiration of the Agreement and Party B's fulfillment of the total turnover mentioned in Article 2, Party A shall pay to Party B ____ % commission on the basis of the aggregate amount of the invoice value against the shipments effected.

7. Reports on Market Conditions

Party B shall forward once every three months to party A detailed reports on current market conditions and of consumers' comments. Meanwhile, Party B shall, from time to time, send to party A samples of similar commodities offered by other suppliers, together with their prices, sales information and advertising materials.

8. Advertising & Publicity Expenses

Party B shall bear all expenses for advertising and publicity within the aforementioned territory in the duration of this Agreement and submit to Party A all patterns and/or drawings and description for prior approval.

9. Validity of Agreement

This Agreement, after its being signed by the parties concerned, shall remain in force for ____days from______（date） to_____（date）. If either Party wishes to extend this Agreement, he shall notice, in writing, the other party one month prior to its expiration. The matter shall be decided by the agreement and by consent of the parties hereto. Should either party fail to implement the terms and conditions herein, the other party is entitled to terminate this Agreement.

10. Arbitration

Any dispute arising from or in connection with this Contract shall be settled through friendly negotiation. In case no settlement can be reached, the dispute shall be submitted to China International Economic and Trade Arbitration Commission (CIETAC), South China Sub-Commission, for arbitration in accordance with its rules in effect at the time of applying for arbitration. The arbitral award is final and binding upon both parties.

11. Other Terms & Conditions

Party A shall not supply the contracted commodity to any other buyer(s) in the above mentioned territory. Direct enquiries, if any, will be referred to Party B. However, should any other buyers wish to deal with Party A directly, Party A may do so. But party A shall send to Party B a copy of Sales Confirmation and give Party B____% commission on the basis of the net invoice value of the transaction(s) concluded.

Should Party B fail to pass on his orders to Party A in a period of __ months for a minimum of ____, Party A shall not bind himself to this Agreement.

For any business transacted between governments of both Parties, Party A may handle such direct dealings as authorized by Party A's government without binding himself to this Agreement. Party B shall not interfere in such direct dealings nor shall Party B bring forward any demand for compensation therefrom.

This Agreement shall be subject to the terms and conditions in the Sales Confirmation signed by both parties hereto.

This Contract is executed in two counterparts each in Chinese and English, each of which shall be deemed equally authentic. This Contract is in _____ copies effective since being signed/sealed by both parties.

Party A: ________________ 　　　　　　　　 Party B: _____________________

　(Signature) 　　　　　　　　　　　　　 　(Signature)