These terms are a legal agreement (the "Dealer Agreement") between e-Builder (the "Company") and you as a dealer (the "Dealer"). You should read all the terms before indicating acceptance. These terms apply to Dealer for purchasing, selling products on e-Builder platform (the "Platform") and using of the showroom as well the design center in it (the "showroom"). By creating an account, you accept these terms. You are bound by these terms even if you do not read all the terms. .
1. The Dealer Content, Scope and region
1.1 The Company authorizes Dealer to promote the cabinet sales, with the Company's name, logo, marketing models, strategies, procedures, management, etc.
1.2 The Company authorizes the Dealer to sell or promote all products without any place limitation.
2. Fundamental Rights and Obligations of the Company
2.1 The Company's Right
a. In case of failure to comply with the contract, infringement of the Company's lawful rights and interests, or any destruction of the Dealer system behavior, The Company has the right to
terminate the contract.2.2 The Company's Obligationa. Operation Manual
The Company will provide Dealer with sales software, product inventory, and internal price (other content, see annex), and will not disclose such content to any third party. The Company will provide improvement and change of information within the valid period of the contract, through telecommunication or meeting, as appropriate. Dealer must comply with any changes the Company has made.
b. Supply of Product
(1) The Company will supply Dealer with qualifying product as needed, on a timely basis, with 50% discount.
(2) The Company is responsible for the training of Dealer's staff on business guide and after-sale service.
c. Price Match
The Company should price match competitor's products with valid invoice and receipt from competitors.
d. Bonus Discount
The company shall review Dealer's account every 3 months.
The company shall grant a higher discount if Dealer exceeds sales target. (See 3.2 (d))
3. Fundamental Rights and Obligations of Dealer
3.1 Dealer's Rights
a. Dealer has the right to perform the authorized right within the scope of the contract. The Company must not intervene.
b. Dealer has the right to obtain training and guidance from the Company.
3.2 Dealer's Obligations
a. Dealer should uphold the reputation and image of the Company.b. Dealer should purchase RTA cabinets only at the Company and nowhere else.
c. Dealer should promote and use the Company's logo, outdoor signage and brand.
4. Fees
4.1 Dealer should make a deposit of $_______ payable upon execution of this Agreement.
5. Terms of Confidentiality and Competition Restriction
5.1 Dealer must keep the operating manual and other information included in the contract confidential. Other than normal business operation needs, without the prior consent of the Company, Dealer must not reproduce, record, or disclose to a third party by any means. Dealer commits not to disclose any classified technology and management strategy to a third party during the valid period of contract and an additional three years after the contract expires.
6. Term, Extension, Change of Condition, Termination of the Contract
6.1 Term: this contract is valid for _____ years immediately after both the Company and Dealer have signed the contract, on the premise that Dealer constantly act in accordance with the terms of the contract.
6.2 Change of Condition: Both The Company and Dealer can inform the other party in writing 30 days in advance about any changes of the terms of this contract, or require additional terms. The other party must agree within 30 days for the change or additional terms to be in effect. Otherwise, the original terms are enforced.
6.3 Termination:
a. This contract shall be automatically terminated under the following conditions:
(1) Dealer suffered heavy losses and are unable to continue the business
(2) Dealer has declared bankruptcy or are forced into insolvency
b. If The Company or Dealer wishes to terminate this contract at any time, they must inform the other party in writing 90 days in advance. With the consent of the other party, this contract can be terminated after all claims, liabilities, and other related matters between the two parties are solved.
7. Liabilities for Breach of Contract
7.1 Both the Company and Dealer shall not, for any reason, breach of the contract. In the case that one party breaches the contract and causes damage to the other party, the former has the right to claim $ _______ from the latter for damage.
7.2 The Company has the right to terminate the contract and claim damages from Dealer in the following conditions.
a. Dealer used The Company's trademark outside authorized areas without the Company's permission; or Dealer used the Company's trademark in combination with other trademark(s).
b. Dealer sells RTA cabinet products other than the Company's products.
c. Dealer produces or uses any trademark that is similar or deformational to the Company's trademark.
d. Dealer, directly or indirectly, discloses the Company's business secrets to any third parties.
8. Independent Contractor Status
Dealer is an independent contractor of Company.
9. Dispute
Any dispute during the execution of this contract should be negotiated by both parties. Either party has the option of starting a court case.
10. Other
10.1 This contract has four copies, each party holds two copies.
10.2 This contract is in effect on the date of signing from both parties.