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1、7DISTRIBUTOR AGREEMENTCHAPTER ISubject matter of the contract:the companyE + E ELEKTRONIK Ges.m.b.H.registered inLangwiesen 74209 EngerwitzdorfAUSTRIA- which is hereinafter called the Manufacturerdelegates to the company Ten young Mechanical & Electronical Tech Co.,Ltd. Room712,Development Mansion,N
2、ingbo Free Trade zone,315800 China - which is hereinafter called the Distributorthe non-exclusive distribution 电力系统（EE21独家代理），订10（）开模具in the territory of其它领域（工业/农业/气象）其它产品代理浙江地区不允许有E+E公司产品的其它代理商- which is hereinafter referred to as Territoryfor the following products:EE21(广告现货供应)，EE36，EE35，EE08，EE23
3、，EE29-EE31。开发变送器（CO2，温湿度）- which is hereinafter referred to as ProductsCHAPTER IIDuties of the DistributorArticle 1. - Legal situation of the DistributorThe Distributor shall buy and sell in his own name and for his own account. He shall act as independent trader towards both the Manufacturer as wel
4、l as the customers. He shall effectively promote the sale of the Products in the Territory, without being authorised to act in the name of the Manufacturer. Furthermore, he shall safeguard the interests of the Manufacturer with the due diligence of a responsible businessman and shall always keep the
5、 Manufacturer informed of his activities as well as of the market conditions within the Territory.Article 2. - Prices and conditions of sale and resale2.1The Distributor shall be free to fix his resale prices.2.2The Distributor shall sell the Products specified in Chapter I with the trade-mark and/o
6、r appearance prescribed by the Manufacturer.2.3 All sales between the Manufacturer and the Distributor are based on the conditions attached hereto (Appendix 1). The sums due to the Manufacturer shall be paidin EURO currency to the account no.: 121-2683/87at the Bank OBERBANK SALZBURG (BLZ 15090). Th
7、e term of payment is 30 days net by T/T.Article 3. - Obligation to buy a minimum quantityThe minimum sales quantity of the Distributor in the year will be Euro . 50000EuroFor future business years the minimum net sales will be agreed upon the general business situation.If the Distributor does not fu
8、lfil this obligation, the Manufacturer shall be entitled to terminate the Contract on giving three months notice by registered letter.Article 4. - Publicity and fairsThe Distributor shall advertise the Products within the Territory. The costs of the publicity shall be borne by the Distributor.The Di
9、stributor shall inform the Manufacturer in good time of any contemplated participation in fairs and exhibitions. The exhibition costs will be divided up according to an agreement between the Manufacturer and the Distributor.Article 5. - Prohibition of competition during the term of ContractThe Distr
10、ibutor shall not manufacture or distribute products which compete with the Products. Therefore, the Distributor shall not, directly or indirectly, deal in any capacity with competing products within the Territory.If the Distributor wishes to sell non-competing products of another make or if, at the
11、date of the formation of the Contract, he does so already, he shall inform the Manufacturer. If he undertakes such an activity, the regular performance of his obligations towards the Manufacturer must not be prejudiced thereby.Article 6. - Trade secretsThe Distributor shall not, even after the expir
12、ation of the Contract, use or communicate to third parties any know-how or trade secrets which he may have in any way learned through his activity for the Manufacturer.Article 7. - Appointment of sub-distributors and/or agentsThe Distributor shall always keep the Manufacturer informed of the activit
13、ies of those sub-distributors and commercial agents in the Territory.Article 8. - Prohibition to sell outside the Territory明确哪些The Distributor shall refrain, outside the Territory, from seeking customers for the Products, from establishing any branch, or from maintaining any distribution depot.Artic
14、le 9. - Assistance against unfair competition and infringement of industrial property rightsThe Distributor shall inform the Manufacturer of all acts of unfair competition affecting the latter and of all infringements of industrial property rights of the Manufacturer which come to his notice. He sha
15、ll assist the Manufacturer to the best of his abilities to protect himself against such acts and infringements.Article 10. - Minimum stocksThe Distributor shall maintain at his own cost a stock of the Products, as well as a stock of corresponding spare parts. The depot shall contain the minimum stock adjusted to the market and to the sales
