EXCLUSIVE AGENCY AGREEMENT

 
 
 
AGREEMENT NO.: XXX
DATE: XXX
 
 

PARTY A

 
Name :XXX Co., Ltd.
 
Address:XXX,China
E-mail :XXX
 
Phone : XXX | Fax : 0086 XXX 
 
 
 

PARTY B

 
 
Name: XXX Trading Co.
 
Address: XXX  Sana’a Republic of Yemen.
E-mail : XXX
Tel: XXX
 
 

AGENCY AGREEMENT

 
 
This AGREEMENT is entered into on July, 15, 2020 between XXX Co., Ltd.(XXX,China )hereinafter referred to as Party A),
 
 
AND

 
 
XXX Trading Co. (XXX, Sana’a Republic of Yemen.), a company established under the laws of Yemen (hereinafter referred to as Party B)
 
 
 
 
 

WITNESSETH THAT:

 
Whereas Party A is engaged in the business of developing, manufacturing and selling (XXX). Party B is engaged in the business of selling and distributing pharmaceutical products in Yemen as an Exclusive Agent and desires to sell and distribute the all Products ( all products ) in the Territory (as defined below). Therefore, in consideration of the foregoing premises and the mutual covenants contained herein, and within the intention of being legally bound,  the parties hereby agree as follows:
 
 

1. Definitions:

1.1) Products: all products (current and future all products) of manufacturer including all products in factory.
1.2) Territory: The territory under this agreement is Yemen .
1.3) Registration: The Register under this agreement implies the approval from the Government Health Authorities for Importing, Marketing and selling the said Product in the Territory.
 

2. Registration:

2.1 Responsibility of Party A:
2.1.1 Party A will be responsible for preparation of the complete documents of the said product as per the requirements of the Health Authorities in the Territory.
2.1.2 Party A will provide all the relevant information required by the Health Authorities in the territory in a timely manner.
2.1.3 Develop the PRODUCT including packaging as per the specifications mutually agreed to with Party B.
 
Manufacture the PRODUCT conforming to the standard quality specified applicable to the manufacturing of medical supplies and conforming to the approval of the PRODUCT by concern authorities in the Territory.
2.1.4 Party A shall sell products exclusively to the Party B in the territory and not sell products to any third party in the territory.
 

2.2 Responsibilities of Party B:

 
2.2.1 Obtain regulatory approval for the Product from MOH and FDA in the name of
Party A appointed as quickly as possible.
2.2.2 Party B should apply the registration under the name of Party B & Party A in the TERRITORY.
2.2.3 Provide Party A with list of all documentations required for regulatory  approval of the PRODUCT in the TERRITORY.
2.2.4 Party B will bear all costs of the registration in the TERRITORY, as well as the costs of inspection team to prove a good faith,
2.2.5 Party B, upon request of Party A, shall pay USD1500 to Party A to prepare for all documents for registration,all costs of registration on behalf of Party A and provide Party A with an official evidence of such costs. Party A shall pay back the USD1500 and amounts of registration in the orders after registration.
 
2.2.6 Party B should get the import permit within six (6) months after Party A provided registration data; if clinical trials required, Party B should get the import permit.
2.2.7 Make best efforts to market the PRODUCT in the TERRITORY and achieve mutually agreed sales targets.
2.2.8 After launching the PRODUCT, the Party A shall be provided with regular reports on the marketing activities of the PRODUCT on a 3-6 monthly basis or as mutually agreed by both parties.
2.2.9 Party B will regularly report the progress of registration to Party A, during the product registration.
 
 
2.2.10 Party B will not be allowed to purchase any products, under the Party A's
registration name, from another company in China, except Party A.
2.2.11 Party B must keep secret on all the documents provided by Party A.
 

3. Agency Authorization:

Party A hereby appoints Party B as its exclusive agent for the all Products in the territory for Registration, Marketing and Sale under Party A name.
 

4. Commercialization and Marketing:

4.1) Once the Product is registered in the Territory, Party B will start placing purchase orders to Party A with a full report on the sales and marketing situation of the product in the Territory.The annual sales amount is at least USD100000.
 

5. Term of Agreement:

This agreement shall enter into force as of the effective date and, shall be valid for Three
(3) years and shall be renewed automatically for the same period unless either party desires to terminate it with (180) days written notice to the other party prior to expiry of agreement.
This agreement will invalid automatically if Party B has not purchasing orders to party A