This agreement is made by and betwe

This agreement is made by and between,

Company Name

a company incorporated under the -------- Law (Hereinafter called “The Principal” which expression shall, where the context so permits, includes its successors-in-interest and assigns) of the one part

And

Burgan International Electrical Contracting Co., a company incorporated under The state of Kuwait Law (hereinafter called “The Agent” which expression shall, where the context so permits, include its successors-in-interest and assigns) of the other part

Whereas:

The Principal is engaged in the business of manufacturing and marketing various products more particularly described in attached Schedule-A and wishes to appoint an exclusive agent for the sale of its Products within the territory as specified in attached Schedule-B (hereinafter called “ the territory”) .

The Agent conducts business in the territory and has the necessary infrastructure and expertise to undertake such appointment upon the terms, conditions and stipulations hereinafter set forth:

NOW THERE, IT IS AGREED BY THE PARTIES HERETO AS FOLLOWS:

PREAMBLE

The above preamble, together with the attached Annexure-A and B shall constitute an integral part of its Agreement.

APPOINTMENT AND DURATION

The Principal hereby appoints the Agent (Exclusive), and the Agent hereby accepts such appointment, as its exclusive Agent for the sale of all the Principal’s products as specified in Schedule-A (hereinafter called “the Products”) within the territory.

The Appointment shall be effective from the date of signing of this agreement by both the parties and shall remain in force for 2 (Two) years. After that the agreement shall be extended by a similar period subject to agreement by both parties. This agreement can be terminated by either party giving the other not less than 3 (three) month’s advance written notice prior to the expiration of the initial or renewed contractual period.


THE AGENT’S OBLIGATIONS

The Agent shall act for and on behalf of the Principal and within the territory, and will use his best endeavour to promote utmost the sale and use of the products.

Unless otherwise agreed, the Agent shall not, for the duration of the agreement, manufacture or assist any other party to manufacture, sell or distribute any goods, which are competitive with the Products.

The Agent shall:

Assist Principal in obtaining the necessary approvals from the Government Authorities as need be to facilitate Acceptance & sales of the products

Advise the Principal of any expected or issued Public as well as Private Tender invitations or enquiries in the field of Products.

Submit any tenders or correspondence from the Principal to prospective customers in the Territory.

Report regularly about the situation in the market with regard to the products. He shall provide information about the Market segments, market share of various brands competition, customer feedback, after sales requirements on a regular basis.

Upon request of the Principal, assist in with administrative formalities towards securing payments from customers, or the obtaining of necessary entry visas to the territory.

THE PRINCIPAL’S OBLIGATIONS

The Principal undertakes to :

Assist the Agent in all commercial matters relating to the sale of products in the Territory.

Assist Agent in obtaining necessary approvals. This may involve providing documentation, arranging factory visit by the Governing Authorities or Seminars etc.,

Submit in general to customers, through the Agent, any and all bank guarantees required to conclude any sales transactions for the products as shall be requested by the Agent (or) the Agent on behalf of the Principal and in the event of any order materializing, execute in particular a performance guarantee in favour of the Agent on a “back to back” basis and a warranty period performance guarantee in favour of the customer as per the terms of the contract where required.

Send to the territory, upon request of the Agent, a technical representative who shall be able to conduct technical discussions with and give technical advice and assistance to the customers related to the sale and installations, maintenance and repair of the products.

Assist the Agent in providing warranty period customer service for problems, if any, which cannot be solved by the Agent’s local service team. Similar service will be extended, at mutually agreed rates for service beyond the warranty period.
Inform the Agent of any and all enquiries received directly by the Principal from customers.

Not to quote and/or sell directly to any organization or establishment other than the agent within the territory without the prior written consent of the Agent and to refer all enquiries and orders received by it from the territory to the Agent.

To provide, without charge, to the Agent, reasonable quantity of catalogues, application Data, Price Lists and other Literature and Printing Blocks and all other of the Principal’s standard advertising and propaganda material relating to the products as may be currently issued by the Principal.

Assist agent on mutual agreement basis participation at the exhibition

Also support with the necessary advertising / sample units when participating in the trade exhibitions

COMMISSION FOR THE AGENT

The Principal shall quote net prices to the Agent for all enquiries received from the agent. In the case of orders where the customer wants to place direct orders on the Principal, the final selling price in such cases shall be determined by the Agent and the Principal, in consultation with each other and shall be quoted after mutual agreement in writing (by e mail or any other means). In all such cases where the principal quotes directly to the customer, a commission of not less than ………% (………. percent) of the contract/Purchase order value shall be due to the Agent. This payment shall be paid to the Agent after realization of 100% payment.





TERMS OF SALES

All sales of the products in the Territory shall be subject to such conditions prevailing in the territory either in general form or in a specific form relative to a particular case, it being a tender or other sales transaction.

In case direct sales of the Products to customers in the Territory have been noted by the Agent, the commission for the Agent related to such sales shall be payable to the Agent by the Principal.

The Agent shall be entitled to purchase directly from the Principal and re-sell on

its own account.

TERMINATION

Either party shall have the right to terminate this Agreement if the other party commits a breach of the terms of this Agreement and such breach if capable of remedy is not remedied within 30 (thirty) days of written notice given by the other party.

Either party shall also have the right to terminate this Agreement by written notice in the event of insolvency, bankruptcy or liquidation of the other party.

Upon termination of this Agreement as set out in above, all amounts due by one party to the other whether under the terms of this Agreement or otherwise, shall forthwith become due and payable, except those payments due to local authorities which shall be paid by the Agent at the dates when the Agent receives related payment(s) from the customers and likewise all commissions due to the Agent on contracts concluded but not fully performed shall be paid to the Agent from all payments received by the Principal on such contracts after termination hereof.

The Agent shall not be held responsible for any liabilities that may arise out of dealings with the earlier Agent prior to signing of this Agreement and the Principal shall settle his dues with the earlier agent and it shall be the principal’s sole responsibility.

CONFIDENTIALITY

Neither of the parties hereto shall disclose to any third party any information acquired from the other under this Agreement.






GOVERNING LAW

This Agreement shall in all respects be governed by and interpreted in accordance with the laws of Kuwait

JURISDICTION

The Kuwaiti Courts shall resolve any dispute arising out of or in connection with this Agreement or breach thereof.

ENTIRE AGREEMENT

This Agreement embodies the entire agreement between the Principal and the Agent with respect to the sale of the Products in the Territory.

The parties hereto shall not be bound by or be liable for any statement, representation, promise or understanding of any kind or nature not set forth herein. No amendments to this Agreement shall be valid unless reduced to writing and signed by both parties.

IN WITNESS WHEREOF, this Agreement has been signed in two originals by the parties hereto on this day the -----------


Signed for and on behalf of the Company

結果 (繁體中文) 1:

本協定是由買賣雙方，公司名稱根據 (以下簡稱"主"的表達應，所以許可的情況下包括它的後繼者興趣和分配)---法律成立為法團的公司的一個部分和Burgan 國際電氣承包有限公司 (以下簡稱"代理"的表達應，凡所以許可的情況下，包括其繼任者在利益和分配) 科威特國依法成立的公司的其他部分而:主要從事企業的生產和銷售各類產品更詳細描述的附表-A，並祝願，在指定附加的附表 B (以下簡稱"領土") 作為委託為其領土內的產品銷售的獨家代理。代理在境內開展業務，並具有必要的基礎設施和專門知識進行這種任命上的條款、 條件和規定以下簡稱:現在在那裡，它是當事人約定的雙方，如下所示:序言上述的序言部分，以及附加附件-A 和 B 應構成其協定的一個組成部分。任命和持續時間委託方特此授權代理 (獨家) 和代理在此接受委任，其作為指定在附表 A (以下簡稱"產品") 境內的所有主要產品的銷售的獨家代理。The Appointment shall be effective from the date of signing of this agreement by both the parties and shall remain in force for 2 (Two) years. After that the agreement shall be extended by a similar period subject to agreement by both parties. This agreement can be terminated by either party giving the other not less than 3 (three) month’s advance written notice prior to the expiration of the initial or renewed contractual period.THE AGENT’S OBLIGATIONSThe Agent shall act for and on behalf of the Principal and within the territory, and will use his best endeavour to promote utmost the sale and use of the products.Unless otherwise agreed, the Agent shall not, for the duration of the agreement, manufacture or assist any other party to manufacture, sell or distribute any goods, which are competitive with the Products.The Agent shall:Assist Principal in obtaining the necessary approvals from the Government Authorities as need be to facilitate Acceptance & sales of the productsAdvise the Principal of any expected or issued Public as well as Private Tender invitations or enquiries in the field of Products.Submit any tenders or correspondence from the Principal to prospective customers in the Territory.Report regularly about the situation in the market with regard to the products. He shall provide information about the Market segments, market share of various brands competition, customer feedback, after sales requirements on a regular basis.Upon request of the Principal, assist in with administrative formalities towards securing payments from customers, or the obtaining of necessary entry visas to the territory.THE PRINCIPAL’S OBLIGATIONSThe Principal undertakes to :Assist the Agent in all commercial matters relating to the sale of products in the Territory.Assist Agent in obtaining necessary approvals. This may involve providing documentation, arranging factory visit by the Governing Authorities or Seminars etc.,Submit in general to customers, through the Agent, any and all bank guarantees required to conclude any sales transactions for the products as shall be requested by the Agent (or) the Agent on behalf of the Principal and in the event of any order materializing, execute in particular a performance guarantee in favour of the Agent on a “back to back” basis and a warranty period performance guarantee in favour of the customer as per the terms of the contract where required.Send to the territory, upon request of the Agent, a technical representative who shall be able to conduct technical discussions with and give technical advice and assistance to the customers related to the sale and installations, maintenance and repair of the products.Assist the Agent in providing warranty period customer service for problems, if any, which cannot be solved by the Agent’s local service team. Similar service will be extended, at mutually agreed rates for service beyond the warranty period.Inform the Agent of any and all enquiries received directly by the Principal from customers.Not to quote and/or sell directly to any organization or establishment other than the agent within the territory without the prior written consent of the Agent and to refer all enquiries and orders received by it from the territory to the Agent.To provide, without charge, to the Agent, reasonable quantity of catalogues, application Data, Price Lists and other Literature and Printing Blocks and all other of the Principal’s standard advertising and propaganda material relating to the products as may be currently issued by the Principal.Assist agent on mutual agreement basis participation at the exhibitionAlso support with the necessary advertising / sample units when participating in the trade exhibitionsCOMMISSION FOR THE AGENTThe Principal shall quote net prices to the Agent for all enquiries received from the agent. In the case of orders where the customer wants to place direct orders on the Principal, the final selling price in such cases shall be determined by the Agent and the Principal, in consultation with each other and shall be quoted after mutual agreement in writing (by e mail or any other means). In all such cases where the principal quotes directly to the customer, a commission of not less than ………% (………. percent) of the contract/Purchase order value shall be due to the Agent. This payment shall be paid to the Agent after realization of 100% payment.TERMS OF SALESAll sales of the products in the Territory shall be subject to such conditions prevailing in the territory either in general form or in a specific form relative to a particular case, it being a tender or other sales transaction.In case direct sales of the Products to customers in the Territory have been noted by the Agent, the commission for the Agent related to such sales shall be payable to the Agent by the Principal.The Agent shall be entitled to purchase directly from the Principal and re-sell onits own account.TERMINATIONEither party shall have the right to terminate this Agreement if the other party commits a breach of the terms of this Agreement and such breach if capable of remedy is not remedied within 30 (thirty) days of written notice given by the other party.Either party shall also have the right to terminate this Agreement by written notice in the event of insolvency, bankruptcy or liquidation of the other party.Upon termination of this Agreement as set out in above, all amounts due by one party to the other whether under the terms of this Agreement or otherwise, shall forthwith become due and payable, except those payments due to local authorities which shall be paid by the Agent at the dates when the Agent receives related payment(s) from the customers and likewise all commissions due to the Agent on contracts concluded but not fully performed shall be paid to the Agent from all payments received by the Principal on such contracts after termination hereof.
The Agent shall not be held responsible for any liabilities that may arise out of dealings with the earlier Agent prior to signing of this Agreement and the Principal shall settle his dues with the earlier agent and it shall be the principal’s sole responsibility.

CONFIDENTIALITY

Neither of the parties hereto shall disclose to any third party any information acquired from the other under this Agreement.






GOVERNING LAW

This Agreement shall in all respects be governed by and interpreted in accordance with the laws of Kuwait

JURISDICTION

The Kuwaiti Courts shall resolve any dispute arising out of or in connection with this Agreement or breach thereof.

ENTIRE AGREEMENT

This Agreement embodies the entire agreement between the Principal and the Agent with respect to the sale of the Products in the Territory.

The parties hereto shall not be bound by or be liable for any statement, representation, promise or understanding of any kind or nature not set forth herein. No amendments to this Agreement shall be valid unless reduced to writing and signed by both parties.

IN WITNESS WHEREOF, this Agreement has been signed in two originals by the parties hereto on this day the -----------


Signed for and on behalf of the Company