-第四章为在平等互利的基础上发展贸易，有关方按下列条件签订本协议：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. 订约人 Contracting Parties供货人（以下称甲方）：销售代理人（以下称乙方）：可编辑甲方委托乙方为销售代理人，推销下列商品。Supplier: （hereinafter called “party A”）Agent:（hereinafter called “party B”）Party A hereby appoint Party B to act as his selling agent to sell the commodity mentioned below.2. Commodity and Quantity: Party A hereby appoints Party B as its Sole Agent for the sale of Party B shall undertake to sell the aforesaid commodity not less than 1,000,000m/tons in the duration of this agreement.甲方委任乙方为某商品的独家销售代理人乙方保证在协议期间销售上述商品不少于1000000吨。 3. 经销地区 Territory 只限在.。In . only. 4. Confirmation of Orders：The quantities, prices and dates of shipments of the shipment concerning the commodities stated in this Agreement shall be confirmed in each transaction, the particulars of which will be shown in Party As S/C. 协议商品的有关数量、价格和装船期，应在逐笔交易中确认，其细节详见甲方销货确认书。5. 付款PaymentAfter confirmation of the order, Party B shall arrange to open a confirmed, irrevocable L/C available by draft at sight in favour 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 may make preparations for shipment. 在订单确认后，乙方应于有关销货确认书规定的时间内，安排开立以甲方为受益人的、百分之百金额的、不可撤销的即期信用证。并于开证后立即通知甲方以便甲方准备装运。 6. 佣金CommissionA per cent (%) commission on invoice value against each shipment will be remitted to Party B by Party A after receipt of the payment.甲方于收妥货款后，按每批货物发票价值的百分之向乙方汇付佣金。7. 市场情况报告Reports on Market ConditionsParty B shall have the obligation to 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 material. 乙方有义务每三个月向甲方寄送一次详细的报告，反映当地的市场情况和消费者意见。乙方还应随时将其他供货人所报同样商品的样品，连同其价格、销售情况、广告资料等寄给甲方参考。 8. 宣传广告费用Advertising & Publicity ExpensesParty 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 drafts and/or drawings intended for such purposes for prior approval. 乙方应负担协议期在上述地区的一切广告宣传费用。所有用作广告宣传的草稿和绘图必须送交甲方取得事前同意。9. 协议有效期Validity of AgreementThis Agreement, when duly signed by the parties concerned, shall remain in force for. to be effective as from .to.If a renewal of this Agreement is desired, notice in writing shall be given by either party one month prior to its expiry. Should one of the parties fail to comply with the terms and conditions of this Agreement, the other party is entitled to terminate this Agreement. 本协议经有关双方签字后保持有效年，从某日期起到某日期止。如果一方需要延长协议，必须在满期前一个月书面通知另一方。如果一方未能履行协议条款，另一方有权终止本协议。 10. 仲裁ArbitrationAll disputes arising from the execution of this Agreement shall be settled through negotiation between both parties. In the event that no settlement can be reached, the case in dispute shall then be submitted for arbitration to the China International Economic and Trade Arbitration Commission, Beijing, in accordance with its rules of Arbitration. The decision made by this Commission shall be regarded as final and binding upon both parties. 凡执行协议引起的一切争议，应通过双方协商解决。如协商不成，应提交北京中国国际经济贸易仲裁委员会，按其仲裁程序暂行规定则进行仲裁。该委员会的裁决是终局的，并约束双方。 11. 其他条款Other Terms & Conditions (1) 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 concluded. 甲方不应向上述地区的其他客户供应协议商品。如有任何直接询盘均要转介乙方。但是，如有任何客户坚持要与甲方直接交易，甲方有权直接成交。在后一情况下，甲方应送给乙方销货确认书副本一份，并按该笔交易发票净值的百分之为乙方保留佣金。(2) 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. 如果乙方未能在.月内向甲方寄送至少某某数量或金额的订单，则甲方不再受本协议的约束。 (3) For any business transacted between governments of both Parties, Party A may handle such direct dealings as authorized by Party As 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 or commission thereof. 对于双方政府间的交易，甲方有权按其政府授权直接成交而不受本协议的约束。乙方不应干涉这种直接交易，也不应对此提出索赔或佣金的要求。(4) Other terms and conditions shall be subject to those specified in the S/C signed by both parties. 其他条款应以双方签订的正式销货确认书为准。 This Agreement is made out in quadruplicate, each Party holding two copies. 本协议共写成一式四份，每方各执两份第五章A Summary of the Processing Terms 来料加工条款 October 2