【正文】 gent in the Territory for the Products other than Party B, (ii) shall not, and shall cause any Affiliate not to, knowingly sell Products to any person other than Part B or a party designated by Party B for use or resale within the Territory, and (iii) shall use its best efforts to prevent any party other than Party B from seeking customers for the Products in the Territory, from establishing any branch related to the distribution of Products in the Territory, or from maintaining any distribution depot with respect to the Products in the Territory. If Party A, or any Affiliate, sells any Product which is eventually resold in the Territory (other than a sale to Party B or a party designated by Party B) and Party A, or that Affiliate, had reason to know at the time of its sale of that Product that such resale was likely to occur, Party A shall, immediately after the trigger sale (which shall be the resale of the Product in the territory or the sale immediately preceding the use of the Product in the Territory) is contracted, pay to the Party B 10 % of the price of that Product under this Agreement at the time that the trigger sale was contracted, which payment shall represent a recapture of certain advertising and capital expenditures made by Party B. Nothing contained in this Section shall affect any other right or remedy which Party B may have pursuant to this Agreement.如果有任何第三方（除乙方和其所屬公司）向甲方求購產(chǎn)品，甲方需將求購信息轉(zhuǎn)給乙方處理。 Company shall grant, or shall cause the subject Affiliate to grant, such distribution rights to Distributor on terms and conditions no less favorable than those provided in this Agreement with respect to Products. 公司應(yīng)給予，或須安排的條款和條件不低于原來在這方面的協(xié)議所提供的產(chǎn)品有利于這一問題給予加盟，這些分銷商的分銷權(quán)。t reach sales target specified in Article 8 , Part A has the right to cancel this Agreement by sending a written notice to Part B. If Part A does not send a written notice of cancellation within 15 days from the end of the assessment period, the Agreement should stay valid for the whole one year period. 在此期間，如果乙方不能達(dá)到銷售目標(biāo)（在8中列出） ， 甲方有權(quán)取消合同。s viability as a going concern should, in Manufacturer39。 if Distributor degrades and places in bad repute the name and reputation of Manufacturer expressly or by virtue of its methods of handling and/or promoting the Products。 if Distributor fails to meet any other of its obligations hereunder。 Company reserves the right, in its sole discretion, to change prices or discounts applicable to the Products. 公司有權(quán)自行決定，改變價(jià)格或折扣適用于該產(chǎn)品。余額將在今后訂單中扣除。在適用范圍內(nèi)，此條款和條件將受限于協(xié)議中預(yù)定的條款和條件， 將不受限于任何沖突和附加條款， 包括任何的與此有關(guān)的交換文件。 provided, however, that if Part B requests a modification of those procedures, Part A shall make the requested modification and Part B shall bear any reasonable expenses incurred by Part A in plying with such modified procedures which are in excess of the expenses which Part A would have incurred in following its standard procedures.13. 交付：標(biāo)題和損失的風(fēng)險(xiǎn) Delivery: title and risk of loss所有按照雙方協(xié)議的產(chǎn)品交付，需要按照FOB 深圳。s expense, assist Part B in making such arrangements. Part B shall also procure insurance for the transportation of the Products, and such insurance shall be of a kind and on terms current at the port of shipment. In the event that Part A is requested to assist Part B in arranging for transportation, Part B shall reimburse Part A for all costs applicable to the Products following their delivery to Part B, including, without limitation, insurance, transportation, loading and unloading, handling and storage. Part B shall pay all charges, including customs duty and sales tax, incurred with respect to the Products following their Delivery to the carrier or forwarder.If the shipping agent is consigned by Part A, Part B should send written notice about any damage to Part A within 5. Generally, Part B has to pay 100% T/T in advance before order confirmation but after Part B received the signed and stamped Pro Forma Invoice of the order by Part A.. If the total amount of the order is over USD分銷商可以使用甲方注冊的商標(biāo)。If the brightness of light sources fall significantly below the guarantee, Party A will also need to improve the problem. 如果光源的亮度大大低于保證秋季，甲方還需要改進(jìn)的問題。 The exact list of these gifts is attached to this Agreement as Exhibit C. 這些禮物的確切名單附表C中。當(dāng)總額大于50000美金時(shí)，甲方應(yīng)先付訂金。在收到通知的5天內(nèi)，公司需要調(diào)查這個(gè)聲明，通知經(jīng)銷商他的調(diào)查結(jié)果，向經(jīng)銷商提供產(chǎn)品，取代所有在運(yùn)輸途中因勞動力短缺，缺失和損害 所造成產(chǎn)品。在這個(gè)事件中，甲方需按要求協(xié)助乙方完成運(yùn)輸，乙方給甲方報(bào)銷所有產(chǎn)生的合理費(fèi)用，包括，但不限于保險(xiǎn)，運(yùn)輸，裝貨，卸貨，處理和儲存。甲方有責(zé)任承諾交期，如果拖延，甲方必須付給乙方因拖延造成的額外費(fèi)用（在第XX條款Vis Maior oulined除外）Orders should be placed in writing. After receiving of the placed order, Part A evaluates the order and sends a written order confirmation within 2 working days with the expected shipping time of the order. Part A is responsible for the promised shipping time, and in case of the delay, Part A has to pay all additional costs of Part B caused by the delay (with the exception of Vis Maior oulined in Article XX). The quantities, prices and shipment of the Products stated in this agreement shall be confirmed separately in each transaction, the particulars of each order should be specified in the Sales Confirmation signed by two parties here to.12. 包裝 Packing甲方 需要根據(jù)甲方的標(biāo)準(zhǔn)包裝程序，自費(fèi)包裝產(chǎn)品。. In the first 6 months (assessment period), if part B meets the Sales target (in Artice 6) and also reaches the target for the whole year, Party A shall pay Party B 2 . The price will be floated downward 3% on the base of the price list issued in 2009. Company reserves the right, in its sole discretion, to change prices or discounts applicable to the Products. Company shall give written notice to Distributor of any price change at least 15 days prior to the effective date thereof. The price in effect as of the date of Distributor39。批量交付乙方時(shí)保證不會導(dǎo)致任何延誤和空運(yùn)受影響的任何命令。 If Distributor shall file or have filed against it a petition in bankruptcy or insolvency or if Distributor shall make an assignment for benefit of its creditors of if Distributor39。 Upon the expiration of this contract, both parts negotiate for renewing or canceling of the contract.