Sales Agency Agreement
Exhibit 10.01
This Sales Agreement entered into on the 26th day of September, 2019 between SYNDICORE ASIA LIMITED (“XXX”), a company organized under the laws of HONG KONG, (Registration Number:1896647), with a principal place of business at Xxxx 0000, 00/X, Xxxxxxxx Xxxxxxxxxx Xxxxxxxx, 18 Java Road, North Point, Hong Kong, and which is a wholly owned subsidiary of ZZLL INFORMATION TECHNOLOGY,INC. (“ZZLL”), a USA listed company under the symbol “ZZLL” and PRETECH INTERNATIONAL CO., LIMITED, a company organized under the laws Hong Kong, (Registration Number:1485661), with a principal place of business at Xxxx 00, 0/X, Xxxxxx Xxx Xxxxx, Xx. 33 Xxxx Xxx Road, Kowloon, Hong Kong ( “PICL”).
Article 1: Appointment
PICL hereby agrees and undertakes to act as the Agent of XXX for the purpose of soliciting orders for commodities and products from customers in the Territory, as defined herein.
Article 2: Commodity
XXX is a developer and producer of software products, including “Bibishengjia” an Application (“APP”) which was developed to allow its users to operate online stores and to engage in online commerce. Bibishengjia shall be further developed and marketed by HUNAN SYNDICORE ASIA LIMITED (“HSAL”), which is a subsidiary of XXX, for and on behalf of PICL.
APP Specifications to include for PICL:
1. Development time – development total time frame of 2 years.
2. Technical - support on a daily basis for 5 years.
3. System upgrading – for 5 years.
4. Security protection – for 5 years.
5. Maintenance and training – for 5 years.
Further development of features and functions of the APP will be negotiated separately according to the PICL’s needs, markets conditions and additional requirements. This may be in conjunction with XXX and HSAL needs or separately for PICL. The APP, its contents and all related intellectual property rights are and shall remain the sole property of XXX in its entirety, including any additional developments or modifications made in the APP, in perpetuity.
Article 3: Territory
The Peoples Republic of China (PRC) and Hong Kong SAR only.
Article 4: Solicit order
1.) PICL agrees to solicit orders and make online sales in the Territory of SAL’s product on behalf of XXX during the effective period of this Agreement.
2.) PICL will make use of the APP in the Territory to invite other sellers to have stores on the APP. In consideration for its services as described herein, PICL will be paid a 5% commission of all sales made in the Territory using the APP.
Article 5: Agent Price and Payment
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In consideration for the rights to use the APP, as described herein, XXX shall be paid $1million with approximately $800,000 already paid in xxxxxxx at the time of the execution of this Agreement, and the balance to be paid within six months of the date of this Agreement.
Article 6: Agency Right
PICL shall act as SAL’s Agent in the solicitation of orders through the APP.
Article 7: Market Report
In order to keep XXX well informed of the prevailing market conditions, PICL shall supply XXX, at least once a quarter or at any time when necessary, with market reports concerning changes of the local regulations in connection with the import and sales of the commodities covered by this Agreement, local market tendencies and the buyer's comments on quality, packing, price, etc. of the goods and services supplied by XXX under this Agreement.
Article 8: Industrial Property Rights
PICL may use the trade-marks owned by XXX for the sale of products through the APP. However, all patents, trademarks, copy rights or any other intellectual property rights used or embodied in the APP shall remain the sole property of XXX. Should any infringement in its rights be found, PICL shall promptly notify and assist XXX to take steps to protect the latter's rights.
Article 9: Validity of Agreement
This Agreement, when duly signed by both parties, shall remain in force for 24 months from the date hereof, and it shall be extended for another 24 months upon expiration, unless notice to the contrary, in writing, is given by either party. Technical, System, Security and Maintenance support shall last separately for 60 months total, subject to renegotiation.
Article 10: Termination
During the term of this Agreement, if either of the two parties is found to have violated the terms hereof, the other party has the right to terminate this Agreement, effective immediately.
Article 11: Force Majeure
Either party shall not be held responsible for failure or delay to perform all or any part of this Agreement due to flood, fire, earthquake, draught, war or any other events which could not be predicted, controlled, avoided or overcome by the relevant party. However, the party affected by the event of Force Majeure shall inform the other party of its occurrence in writing as soon as possible.
Article 12: Arbitration
The Parties agree to cooperate to implement this Agreement, however, if a dispute should arise out of or related to this Agreement, such dispute shall then be submitted for arbitration to the (China International Economic and Trade Arbitration Commission (Beijing)) and the rules of this Commission shall be applied. The decision of the arbitrator in such matter shall be final and binding upon both parties.
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Article 13: Requisites and signatures of the Parties
Party A: SYNDICORE ASIA LIMITED | Party B: PRETECH INTERNATIONAL CO., LIMITED | |
Legal Address: Unit 1504, 15/F, Carnival Commercial Xxxxxxxx, 00 Xxxx Xxxx, Xxxxx Xxxxx, Xxxx Xxxx | Legal Address: XXXX 00, 0/X, XXXXXX XXX XXXXX, XX. 00 XXXX XXX XXXX, XXXXXXX, XXXX XXXX | |
Tel: 000-0000-0000 | Tel:0000-000-00000000 | |
Bank details: | Bank details: | |
Beneficiary name: SYNDICORE ASIA LIMITED | Beneficiary name: Pretech International Co., Limited | |
Account No. 582-XXXXXXX | Account No. 411-XXXXXXX | |
Beneficiary’s bank name: HSBC Hong Kong | Beneficiary’s bank name: HSBC Hong Kong | |
Bank address: 0 Xxxxx’x Xxxx Xxxxxxx, Xxxx Xxxx | Bank address: 0 Xxxxx’x Xxxx Xxxxxxx, Xxxx Xxxx | |
SWIFT: XXXXXXXXXXX | SWIFT: XXXXXXXXXXX | |
Signature: | Signature: | |
STAMP: | STAMP: |
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