加拿大外贸
大家好，我们是一个大型的外贸公司，现在联系到一个海外的签证机构，这个代理公司给我们提供海外的客户，我们在中国负责给老外采购，出口等所有事情，现在急需一份与海外代理的合同样本要是有朋友有的，请发一份下我
谢谢了
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顶吧！
我没有海外代理合同样本提供，，，好心人快出来救救他吧！
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:lol :lol :lol
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:lol :lol :lol
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INDEPENDENT SALES REPRESENTATIVE
AGREEMENT
This AGREEMENT is made as of the ___ day of ____________, 20__, by and between
___________________________ ("Representative") and Pemper Companies, Inc. DBA CuraDebt, a
California Corporation ("CuraDebt").
WHEREAS, CuraDebt is engaged in the business of debt settlement services, and WHEREAS, CuraDebt
wishes to engage Representative to provide independent sales solicitation.
NOW THEREFORE, in consideration of the mutual promises contained herein, IT IS AGREED as follows:
1 ENGAGEMENT AND OBLIGATIONS OF REPRESENTATIVE. CuraDebt engages Representative to
solicit small business and personal clients to subscribe to the services provided by CuraDebt.
1.1 Except as otherwise provided herein or in the written policies and procedures of CuraDebt,
Representative may solicit any eligible small business or individual who does not have an existing contract
for debt settlement services with CuraDebt.
1.2 In soliciting clients, Representative shall use only advertising materials that have been previously
approved by CuraDebt. Approval can be obtained by emailing a copy of the materials for review.
1.3 Representative agrees to comply with all policies and procedures of CuraDebt relating to
the solicitation of debt settlement clients. CuraDebt agrees to provide such policies and procedures in
writing or in the form of training videos to Representative and to give Representative prompt written notice
of changes thereto.
1.4 Representative shall be responsible for providing to CuraDebt a fully completed debt settlement
application with all information as is required by CuraDebt. Representative agrees that all proposed debt
settlement clients are subject to acceptance and approval by CuraDebt and that no client contract shall be
final and binding until executed by CuraDebt. Any funds pertaining to CuraDebt related business that is
received from a customer or prospective customer will be payable to, and immediately forwarded to,
CuraDebt.
1.5 Representative agrees to indemnify and hold harmless CuraDebt, its officers, directors, employees,
successors and assigns from any and all liabilities, including but not limited to, claims, demands, actions,
suits, costs, damages, settlements, fees, including attorneys fees, and obligations of any kind, type and
description whatsoever, brought or imposed upon CuraDebt, its officers; directors, employees, successors
or assigns, jointly or severally relating to or arising out of any fraud, misrepresentation or wrongdoing by
Representative in connection with the performance of this Agreement.
1.6 Representative acknowledges and agrees to grant to CuraDebt authorization to run a credit check
and/or a criminal background check as deemed necessary and appropriate by CuraDebt. CuraDebt
specifically agrees that any information derived from said investigative reports shall be held in the strictest
confidence.
1.7 Representative shall not submit to CuraDebt any debt settlement application which contains
any information known by Representative to be false or misleading, or for a client known by
Representative to be ineligible for such contract under the written policies and procedures of CuraDebt.
Breach of this provision shall constitute cause for termination. Representative agrees to indemnify and
hold harmless CuraDebt from any losses or damages resulting from CuraDebt's acceptance of a debt
settlement client found to be ineligible for the program or where the application for such contract contains
any information found to be false or misleading.
1.8 Representative acknowledges and agrees that all clients submitted to CuraDebt are and
shall remain the property of CuraDebt. Nothing in this agreement shall be construed to amend or change
this ownership structure.
1.9 Representative agrees to adhere to the Mission and Vision as described in the CuraDebt Mission,
Vision, and Values at http://www.curadebt.com/missionvision.asp.
1.10 This agreement may be terminated immediately by CuraDebt or Representative with 15 day written
notice. Commissions on clients referred will still be paid until clients finish or leave the program.
2. INDEPENDENT CONTRACTOR. The parties intend and understand that the relationship created
under this Agreement is that of independent contractor only. Representative is not to be considered an
agent or employee of CuraDebt for any purpose. Representative shall be responsible for all costs and
expenses incurred in the performance of this Agreement, unless agreed to in writing by CuraDebt.
Representative shall be responsible for all state, federal and local taxes, including estimated taxes and
employment taxes.
3. CONFIDENTIALITY. Representative agrees that he or she will not divulge or disclose and will
hold in confidence any and all proprietary information with respect to CuraDebt's business, including but
not limited to reports, merchant lists, operating procedures, compensation reports or schedules, pricing
models, program information, software design, training and sales support materials of which Representative
acquires knowledge during the term of this Agreement, whether in written or oral form (the "Information").
Without CuraDebt's prior written consent, Representative agrees not to use the Information for any purpose
other than the performance of the services to be performed under this Agreement. The foregoing
restrictions with respect to the Information shall not apply to any Information that (a) is now or hereafter
becomes generally available to the public other than as a result of a disclosure, directly or indirectly, in
violation of the terms hereof, (b) was available to Representative on a non-confidential basis prior to its
disclosure, (c) becomes available to Representative on a non- confidential basis from a source other than
CuraDebt or its Representatives, which source is not itself bound by a confidentiality agreement or a legal
duty to maintain confidentiality, or (d) is disclosed pursuant to any legal requirement or in connection with
any legal process. The provisions of this paragraph shall survive the termination of this Agreement.
4. NON-SOLICITATION. In consideration for the compensation provided herein, without the prior
written consent of CuraDebt, Representative shall not directly or indirectly, whether or not for
compensation, engage in any business activity, or have any interest in any person, firm, corporation,
partnership or business (whether as an employee, shareholder, proprietor, officer, director, agent, security
holder, trustee, partner, consultant, creditor lending money for the purpose of establishing or operating any
such business) that (a) induces or attempts to induce, directly or indirectly, any client to modify or
terminate client's business association with CuraDebt or (b) interferes with, disrupts or attempts to disrupt
any present business relationship, contractual or otherwise, between CuraDebt and any client, supplier,
consultant, agent or employee of CuraDebt. The provisions of this paragraph shall survive the termination
of this Agreement.
5. REMEDIES. The parties acknowledge that any disclosure of the Information or breach of the
Non-Solicitation provisions will cause immediate, irreparable and continuing damage to CuraDebt for
which there is no adequate remedy at law. Consequently, the parties acknowledge and agree that in the
event of any breach or violation or threatened breach or violation of the Confidentiality provisions of
paragraph 3 and Non-Solicitation provisions of paragraph 4 of this Agreement, CuraDebt and its successors
and assigns shall be entitled to temporary, preliminary and permanent injunctive relief and restraints
enjoining and restraining such breach or violation or threatened breach or violation and such other legal and
equitable remedies as may be provided by applicable, including damages, costs of suit and attorney's fees.
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6. COMPENSATION. CuraDebt agrees to pay to Representative for services performed under this
Agreement pursuant of 50% of the monies collected and cleared to CuraDebt by the clients referred by
Representative and approved by CuraDebt. In the case of any retainer refunds, these refunds are applied
against the commissions owed in the months the client is refunded. For the purposes of this Agreement, it
is understood and agreed that the term ‘monies collected’ shall mean the gross amount of payments for
retainer or settlements less chargebacks, insufficient funds, refunds, credits, or any other occurrence that
results where the funds do not stay in the possession of CuraDebt . Representative shall continue to be
entitled to receive compensation for as long as CuraDebt is receiving corresponding compensation from
clients, however, that in any instance where this Agreement is terminated by CuraDebt for any of the
reasons enumerated in Paragraphs 3 or 4, CuraDebt shall have no further obligations to make any such
payments.
6.1 Representative shall bear no liability to CuraDebt for the face value of any Client chargebacks or
refunds, except to the extent that any client refund or chargeback is either directly or indirectly related or
attributable to the gross negligence, willful misconduct or fraudulent acts of Representative, or any of its
employees, agents or nominees, or the breach of this Agreement by Representative, or any of its
employees, agents or nominees, in which case CuraDebt shall have full recourse to Representative, and
Representative shall be liable to CuraDebt for the full face value of such client chargebacks or refunds.
CuraDebt may deduct the amount owed by Representative from any amount due to Representative under
this Agreement. The provisions of this Paragraph (6.1) shall survive the termination of this Agreement.
6.2 CuraDebt reserves the right in its sole and exclusive discretion to change its fee schedule.
7 TERM AND TERMINATION. This Agreement shall extend from the date hereof for a period of
one year and, unless sooner terminated by either party, will continue from year-to-year thereafter;
provided, however, this Agreement may be unilaterally terminated at any time by either party with or
without cause, by giving thirty (15) days written notice.
7.1 In addition to any other provisions specified herein, CuraDebt shall have the right to terminate this
Agreement for cause in any of the following circumstances: (a) material breach of this Agreement, (b) any
act of fraud or dishonesty in connection with the performance of this Agreement, (c) conduct inimical to
the best interests of CuraDebt, (d) execution of an assignment for the benefit of creditors, (e) filing of any
petition under the United States Bankruptcy Code. Upon termination for cause CuraDebt shall have no
further obligation to pay service fees. Termination will become effective immediately.
7.2 In the event that Representative voluntarily terminates this Agreement at any time, CuraDebt shall pay
Representative all Compensation due hereunder for the clients referred.
7.3 In the event of Representative's death during the term of this Agreement, CuraDebt shall have no
further obligation to pay any service fees under the terms of this Agreement, unless otherwise specified in
any duly executed addendum hereto.
7.4 Upon termination of this Agreement by either party, with or without cause, Representative shall
promptly return to CuraDebt all sales literature and all documents and materials supplied by CuraDebt.
CuraDebt shall have no obligation to pay any further service fees until it has received all such materials.
8. INSURANCE. In the event Representative uses a motor vehicle (or vehicles) in the course of his
or her business operations in connection with the Agreement, Representative agrees to indemnify and
hold CuraDebt harmless from any liability arising from the use of such vehicle(s) and to maintain adequate
personal and property damage liability insurance coverage on said vehicle(s).
9. GOVERNING LAW. The law of the State of California shall apply to this Agreement. Representative
agrees that any dispute between or among the parties shall first, be submitted to mediation before a certified
mediator with venue exclusively in, San Diego, CA.. Mediation may be attended telephonically or in
person. In the event that there is no resolution after mediation, any claim or dispute shall be submitted to
arbitration with venue in San Diego, CA and conducted in Accordance with the commercial rules of the
American Arbitration Association. Judgment upon any award may be entered in any court having
jurisdiction. This Agreement shall be governed by and interrupted incidence with the Laws of the State of
California However, in the event of any litigation, venue shall be exclusively in San Diego, CA, without
reference to the rules of conflicts of laws there under, irrespective of the place of residence, domicile or
business of the Parties hereto.
10. NOTICES. All payments, notices, requests, demands and other communications required or
permitted to be given under this Agreement shall be given in writing by fax or United States mail, postage
prepaid to the parties at the address set forth below or to such other place or places as either party hereto
shall designate by written notice to the other.
11. ENTIRE AGREEMENT. This Agreement, together with any supplements, addenda, amendments,
modifications or attachments, comprises the entire agreement between the parties hereto with respect to the
subject matter hereof and supersedes all prior and contemporaneous agreements and understandings. Each
party acknowledges that no representations, inducements, promises, warranties or agreements have been
made by any party, or anyone acting on behalf of any party, other than those set forth in this Agreement.
12. SEVERABILITY. In the event that any portion of this Agreement is found to be void, illegal or
unenforceable, the validity and enforceability of any other portion shall not be affected
13. AMENDMENTS AND WAIVERS. This Agreement may be modified, amended or supplemented
only by a written instrument duly executed by the parties hereto. No covenant, term or condition, or the
breach thereof, shall be deemed waived, unless it is waived in writing and signed by the party against
whom the waiver is claimed. The waiver by either party of a breach of any covenant, term or condition
shall not operate or be construed to be a waiver of any preceding or subsequent breach thereof.
14. ASSIGNMENT. This Agreement may not be assigned by a party without the prior written consent
of the other party hereto; provided, however, CuraDebt may assign its rights and delegate its obligations
under this Agreement to a purchaser of all or substantially all of the business, stock or assets of CuraDebt
without the consent of Representative. Except as otherwise provided herein; the terms and conditions of
this Agreement shall inure to the benefit of and be binding upon the successors and assigns of the parties.
Any purported assignment other than as provided in this paragraph shall be void.
15. COUNTERPARTS. This Agreement may be executed in any number of counterparts which,
when read together, shall constitute one instrument.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above
written.
CuraDebt
_______________________________
By: ____________________________
Date: __________________________
Representative:
CuraDebt
_______________________________
By: ____________________________
Date: __________________________
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:( 我需要南非代理,有的请与我联系..13512186657
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这个合同是美国国内代理合同，很多地方需要改改的。
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楼主找到合同没？可否发我份？
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