Party A:
Party B: On the basis of mutual understanding and mutual trust, Party A and Party B will try Party A's "Hyundai Motor Maintenance Software" 1Version 0, the following agreement was reached through friendly consultations:
1. Party A's responsibilities and obligations:
1) Party A provides Party B with "Hyundai Motor Maintenance Software" free of charge1Trial of version 0.
2) During the probation period, Party A will provide Party B with free consulting services.
3) Party A will respond to the technical problems raised by Party B in a timely manner.
2. Responsibilities and obligations of Party B:
After the trial period, Party B shall return the software, software encrypter and all other materials to Party A in a timely manner.
3. Probationary period:
"Hyundai Motor Maintenance Software" provided by Party A to Party B1Version 0 has a two-month trial period.
4. Special Statement:
This agreement is only a trial agreement, and the signing of the agreement has nothing to do with whether Party B purchases Party A's products in the future.
5. Text: This Agreement shall be executed in duplicate, one for each Party A and Party B.
6. This contract shall come into force on the date of signature and seal of both parties.
Party A: The official seal of the unit:
Representative: YYYYYYYYYYYYYYYYYYYY
Party B: The official seal of the unit:
Representative: YYYYYYYYYYYYYYYYYYYY
Party A: Shanghai Yu Engineering***
On the basis of mutual understanding and mutual trust, Party A and Party B, in line with the principle of equality, voluntariness and sincere cooperation, try Party A's "Hyundai Motor Maintenance Software" 1Version 0, the following agreement was reached through friendly consultations:
1. Party A's responsibilities and obligations:
1) Party A provides Party B with "Hyundai Motor Maintenance Software" free of charge1Trial of version 0.
2) During the probation period, Party A will provide Party B with free consulting services.
3) Party A will respond to the technical problems raised by Party B in a timely manner.
2. Responsibilities and obligations of Party B:
After the trial period, Party B shall return the software, software encrypter and all other materials to Party A in a timely manner.
3. Probationary period:
"Hyundai Motor Maintenance Software" provided by Party A to Party B1Version 0 has a two-month trial period.
4. Special Statement:
This agreement is only a trial agreement, and the signing of the agreement has nothing to do with whether Party B purchases Party A's products in the future.
5. Text: This Agreement shall be executed in duplicate, one for each Party A and Party B.
6. This contract shall come into force on the date of signature and seal of both parties.
Party A: Shanghai Yulong Software Engineering***
The official seal of the unit: representative:
YYYYYYYYYYYYYYYYY
Party B: The official seal of the unit:
Representative: YYYYYYYYYYYYYYYYYYYY
Party A: Party B:
Business Location: Business Location:
This Distribution Agreement (hereinafter referred to as the "Agreement") is entered into on xx-xx-xx. The effective date ends on YYYYYYYYYYYYYYYYYYYYYYYYYY
Subject to the terms and conditions set forth in this Agreement, the parties agree to the following:
Party A authorizes Party B to be the (regional) distributor. The following annexes are also an integral part of this Agreement.
1. Training support (including application guides, use and installation manuals);
2. Power of attorney;
3. Product purchase order;
4. Standard contract;
5. ** table and rebate rules.
1. Designation of distributors.
1.1 Party A hereby authorizes Party B to be the regional sales distributor, responsible for selling Party A's software products and providing related services to customers.
1.2 Party B has the right to indicate that it is Party A's authorized distributor in advertisements and letters, however, Party A does not allow Party B to use Party A's company name and trade name, or part thereof, or any part of the trademark in or in connection with Party B's company name alone.
1.3. Party B's quarterly sales target in the distribution area is:
2. Party A's responsibilities and obligations.
2.1. Party A shall provide comprehensive assistance to Party B's sales promotion work.
2.2. During the cooperation period of Party B as the distributor of Party A's products, Party A shall not establish a second distributor in Party B's region.
2.3. Party A shall hold a regular cooperative management meeting of distributors every year in order to adjust and publicize product sales strategies, and carry out market, analysis, regional coordination, unified deployment and networking activities.
2.4. Party A shall ensure the integrity of Party B's sales in the region, and all customers in Party B's region shall be managed by Party B, and Party A shall protect the integrity of Party B's sales.
2.5. In order to protect Party B's publicity and cost investment, regardless of whether Party B's customers in the region have contacted or negotiated with Party B, they will be regarded as Party B's customers. Due to the human factors of Party B's customers and directly purchase the project from Party A, Party A shall communicate with Party B in a timely manner and rebate Party B in accordance with the distribution system specifically formulated by both parties.
3. Party B's responsibilities and obligations.
In accordance with the terms and conditions of this Agreement, Party B agrees to be the sales and distribution of Party A's products, and:
3.1. Party B shall have the corresponding working capital to support the products of Party A distributed, and Party B's business license shall not be less than 10,000 registered capital.
3.2 Party B shall actively and persistently do its best to promote the sales of Party A's products in its distribution area. With sufficient facilities to effectively fulfill the distribution obligations and at least one relevant technical personnel and two sales personnel, the required expenses shall be borne by Party B. (If Party A needs to provide installation services during the sales process, the travel expenses shall be borne by Party B).
3.3. Because some of the software provided by the sales to customers needs to be customized separately according to customer requirements, Party B shall provide Party A with complete and accurate after-sales service materials after each sale is completed, so as to facilitate future product upgrade services. Information includes the name of the software, the name of the customer who purchased the software product, and the date of purchase; Paid upgrades and upgrade materials; Party A is obliged to keep the materials provided by Party B confidential and ensure the interests of Party B.
3.4. If Party B sells similar products that are the same as Party A's products, it shall explain to Party A and shall not affect the sales of Party A's products.
3.5. On a limited non-exclusive and non-transferable basis, Party A grants Party B the right to use, operate and sell products to its customers within the specified distribution area. Party B shall indemnify Party A from losses arising from the failure of the Customer to perform the Contract, nor shall Party A suffer any losses due to the failure of Party B to include the necessary terms in the Contract between Party B and the Customer. Otherwise, Party A will take measures such as deducting rebates or canceling distribution qualifications or claims against Party B according to the severity of the circumstances without the prior consent of Party B.
3.6. Party B is responsible for the customer's installation and commissioning, and Party B is responsible for the corresponding technical support and consultation.
4. Fee settlement.
After Party B and Customer sign the contract, Party A shall fill in the product order form and send it to Party A, and Party A shall prepare the product in time. After the contract is formally executed, Party A will send the product to Party B within working days after receiving the corresponding payment from Party B.
5. Intellectual Property Rights and Confidentiality.
5.1. In order to protect Party A's intellectual property rights, Party B shall not disassemble, decrypt, copy, lease or lend Party A's products and other infringements.
5.2. Party A shall enjoy independent and complete intellectual property rights for all system demonstration software and various system series software provided by Party A to Party B. Party B intentionally or negligently causes disclosure to any third party; Party B shall be responsible for the development based on this or the act of entrusting the development to a third party will be regarded as infringement.
5.3 In accordance with this Agreement, Party A shall inform Party B of all information about the Software and Software ** for Party B's use in business activities. Unless the information is available in public or elsewhere, DS SolidWorks agrees to keep the information confidential and not to disclose or allow any third party to use the information during the term of this Agreement.
6. Conclusion and Principles of User Contract.
6.1. Party B can negotiate or sign a contract with the user in accordance with the standard contract terms and corresponding technical indicators provided by Party A. If Party B formulates the terms of the contract and negotiates and signs a contract with the user, which exceeds the agreement, commitment and service scope of Party A, Party A has the right not to respond, not to support, and not to bear all the consequences arising therefrom.
6.2. Party A has complete pricing rights over the products and services it provides, including the right to determine, adjust, and interpret **. In order to regulate market behavior, Party B will publicly announce the market retail**. The distribution and ** orders approved by both parties must be authorized by Party A before they can take effect.
7. Term of the Agreement and Termination of the Agreement.
7.1 The first term of validity of this Agreement is one year. In order to protect Party B's market development results, this agreement will be automatically extended for one year unless the agreement is automatically terminated in the following terms.
7.2 This Agreement shall automatically terminate if:
7.2.1. Party B fails to perform part or all of the terms of this agreement or the annex during the contract period and is disqualified by Party A;
7.2.2. Party B fails to promote and sell in the region for more than three months, and Party B fails to meet the sales target in the region and is disqualified by Party A;
7.2.3. Party B automatically waives the distribution qualification in advance and submits a written waiver.
7.2.4. Party B fails to complete the sales target during the contract period.
7.3 Either party may terminate this Agreement if:
1) There is a serious leakage of important information in this agreement, and failure to take measures within days of receiving written notice from the other party.
2) Becomes the subject of a voluntary declaration of bankruptcy or compulsory bankruptcy in accordance with the relevant laws, or enters into bankruptcy proceedings, and has not been terminated within the first day of commencement.
7.4 Upon normal termination of the Distribution Agreement, each party shall, at the request of the other party, return or destroy all material information and other marketing materials, software and data of the other party. DS SolidWorks shall delegate to Party A the powers to be performed between it and the Customer and shall provide all information that may be required regarding such Customer. Settle all payments.
VIII. General Provisions.
8.1 Waiver and Modification Any provision of this Agreement shall be deemed null and void without the written consent of the waiver, modification or correction party. Unless otherwise specified, no breach or delay by either party prior to the power, power, or remedy set forth in this Agreement shall constitute a waiver of any such power, power, or remedy under this Agreement.
8.2. If all disputes, controversies, or differences of opinion arising out of this Agreement and the breach of contract arising therefrom between the parties to the arbitration cannot be resolved through friendly negotiation, the application shall be conducted by the Shenzhen Arbitration Commission for arbitration in accordance with its arbitration rules in force at that time, and the arbitration award shall be final.
8.3. Party A has the final right to interpret this Agreement.
8.4. This Agreement shall come into force on the date of signature and seal of both parties, and the fax copy shall also have legal effect. This Agreement shall be executed in duplicate by both parties and shall have the same effect.
Party A: Party B:
Signature of the Representative: Signature of the Representative:
Date: Date: