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Franchise Agency Contract(2)

IV. Agreement on agency conditions

(1) Preparation:

1. In order to support Party B in developing business, Party A will, during the period of this contract, first Provide Party B with a loan worth RMB 400,000 per year to purchase goods (excluding special offers). Starting from the second year, the minimum amount will be reduced by RMB 100,000 per year.

2. The preliminary goods provided by Party A to Party B are equivalent to the working capital for goods lent by Party A to Party B. When the contract expires or both parties agree to terminate the contract early, Party B shall return all the payment for the goods.

3. Party A has the right to conduct inventory and inspection of Party B at any time. Party B must ensure that the total number of goods and the payment for goods in transit in the mall shall not be less than the actual quantity distributed by Party A to Party B. Otherwise, it will be deemed as misappropriation by Party B. Party A’s funds shall be subject to the sales reward and penalty terms. Party A has the right to require Party B to return the unreasonably occupied funds within a time limit. If Party B cannot return the funds on time, Party A has the right to terminate this contract and hold Party B legally responsible.

4. Party B will repay Party A’s 100,000 yuan loan for purchasing goods at the end of August every year as agreed. If it is not returned, Party A has the right to offset it from Party B's payment. When the contract expires and Party B is able to achieve targets or make profits every year, Party B shall repay all the loan for distribution.

(2) Supply and returns:

1. Party A’s suit factory will buy out the futures or spot at a discount of 12% off the unified ex-factory price, and the leisure factory will buy out the goods at a discount of 10% off the ex-factory price. As Party B’s delivery price. Supplying goods to Party B requires a purchase contract or fax copy confirmed by Party A. Party A fails to deliver the goods in time according to the delivery date. If the goods are delayed for more than 3 days, Party A will be compensated at 3% of the delayed part; except for force majeure factors, if it exceeds 10 days, Party B has the right to refuse to pick up the goods. 6% compensation; if Party B fails to pick up the goods on time and is delayed for more than 3 days, 3% of the delayed part will be compensated; if Party B fails to pick up the goods for more than 20 days, it will be deemed that Party B refuses to pick up the goods without reason, and Party A can handle the batch of goods on its own. And Party B will be punished with 30% of the payment for the batch of goods.

2. The retail price sold by Party B is subject to Party A’s supervision. The average actual retail price in Nanjing shall not be higher than the ex-factory price by 140%. The average actual retail price of peripheral specialty stores is the same as that of Jiangxi and Anhui (refer to Nanjing for peripheral shopping malls).

3. When Party B picks up the goods from Party A up to the pre-order quota, Party B will deliver the goods upon payment when the goods are picked up again. Party A will deliver the goods upon payment, and Party B shall not violate it for any reason.

4. Party B can choose the variety independently and is not restricted by Party A. Party A guarantees fair and reasonable supply and will not raise prices in any way.

5. Party B is responsible for the long-distance freight for picking up the goods and returning goods due to quality problems, and Party A is responsible for the shipping and short-distance freight (from the company to Shishi section).

6. Party B will refund the price difference of 15,000 yuan for the second-hand goods in stock for mid-autumn and winter goods received by Party B from the original general agent of Jiangsu Province on October 1, 2001. The second-hand Mid-Autumn and Winter goods were returned to the company a few days ago. The price difference will be refunded and B will buy them out.

(3) Repayment base (including leisure factory products):

1. RMB 2.5 million in the first year, starting from the second year, with an annual increase of 20%.

2. Rewards and penalties:

① If the annual repayment base is not completed, the first year shall be treated as "inefficient market treatment" stipulated by Party A. If it is not completed in the second year, Party A has the right to take back the management and revenue authority of the second-level franchise store until the contract is terminated.

② When Party B unreasonably occupies 10% of the deposit funds, Party A has the right to demand repayment within a time limit and charge a 2%/month late payment fee; when it reaches 20%, Party A has the right to terminate Contract;

(4) Value-added tax invoices and payment for goods in transit:

1. For Party B’s payment from the shopping mall, Party A will issue a value-added tax invoice on time, and Party B will remit the payment directly from the shopping mall. Party A's account will be calculated as Party B's repayment after the payment is received. Party B shall pay Party A 4% of the total value-added tax invoice issued by Party A each year in the first year, 5% in the second year, and 6% starting from the third year.

2. Based on the amount of sales receipts from the mall, Party A will issue a value-added tax invoice and Party B will deliver it to the mall. The period before the payment reaches Party A’s account is considered as payment for goods in transit. Within 30 days from the date when Party A issues the VAT invoice, 50% of the amount of the tax invoice can be offset against Party B's payment. If the amount exceeds the time limit but does not arrive in Party A's account, it must be offset in cash.

3. Party B is fully responsible for the return of payment for goods in transit.

(5) Advertising fees:

1. Party B shall bear the advertising fees in shopping malls in Nanjing. For outdoor advertising in Nanjing City, with the consent of Party A, Party A and Party B will each bear 50%.

2. In the first and second years, Party A will subsidize Party B’s investment advertising fee of 15,000 yuan per year, and will reimburse Party A in one go based on the advertising invoice.

3. Advertising fees and decoration subsidies for peripheral stores shall be implemented according to the company’s unified standards.

(6) Since Party B needs to renovate the shopping mall halls after taking over the Jiangsu market, Party A agrees to subsidize 5,000 yuan for each of the four shopping malls. After the one-time subsidy, there will be no further subsidies.

(7) Group customization business:

1. Party A is responsible for providing sample fabrics, proofing, measuring, signing contracts, order processing, and assuming responsibility for product quality; Party B is responsible for accepting orders and is fully responsible for the return of payment. (The payment for goods that are confirmed to have serious quality problems and cannot be withdrawn shall be borne by Party A).

2. Party B enjoys the unified business policies and reward and punishment policies for the group customization business formulated by Party A. Party A will provide corresponding documents to Party B as a basis for carrying out the business. Party B shall protect Party A’s business Confidential, this document may not be shared externally.

3. For the group customization business undertaken by Party B, a copy of the signed contract must be reported to Party A’s Finance Department in order to supervise the payment collection of the group customization, otherwise Party A will not place an order for production.

V. Other Matters

(1) This contract will take effect from the date of signing. At the same time, Party A will terminate the contract of the original agent and take back the agency right.

(2) After this contract comes into effect, Party B will be responsible for its own profits and losses and operating responsibilities for its self-operated parts. Party A

shall not bear joint and several liability for any claims or debts of Party B.

(3) The first year of cooperation will begin on the day this contract takes effect, and at the same time, new management standards will be implemented for second-level franchisees.

(4) Except for the special provisions of this contract, any violation of any provision of this contract by either party shall be deemed as a unilateral breach of contract, and the breaching party shall bear all losses caused thereby.

(5) This contract is made in four copies, with each party holding two copies, which have the same legal effect. Unfinished matters shall be resolved through negotiation between the two parties.

Party A:

Legal representative (signature):

Party B (signature): Contract signing date: Year, month and day Contract signing place: Jinjiang City, Fujian Province Lilang Building Franchise Agency Contract Sample 3

Party A: Guangzhou Junsong Trading Co., Ltd.

Party B:

After careful market research, both parties Based on the principles of equality, reciprocity, mutual benefit, and common development, Party B agrees to join the Bouquetslove chain sales system. The two parties have reached the following agreement on cooperation:

1. Qualification for operating provincial general agent

Party B must have independent legal or natural person qualifications, good reputation, and no bad credit record. Party B is willing to cooperate with our company in good faith to jointly develop the aromatherapy market and achieve win-win results.

2. Qualification for operating provincial general agent

Party B provides legal business premises and related procedures (business license, tax registration certificate), etc.

Party B is responsible for the decoration and arrangement of display racks and other display supplies required for sample production (according to the actual date of occurrence), and the signboard content must be produced in accordance with the content provided by Party A.

Party B needs to purchase a set of Bouquetslove series products from Party A, which costs more than 100,000 yuan based on the actual date of occurrence. Party A will use the national unified retail price at the discount of the franchised provincial general agent. When supplying products to Party B, Party B will implement a national unified retail price or recruit municipal agents and franchise stores for business.

Party B needs to pay Party A a deposit of 10,000 yuan and a brand franchise fee of 4,000 yuan. Party A will provide Party B with product catalogs, promotions, etc. for each series of products.

If Party B violates the national unified sales system, once discovered, it will be regarded as a breach of contract, and Party A has the right to stop and terminate the supply and ultimately cancel its sales and agent qualifications.

Party B must establish more than 15 chain stores or 6 municipal agents within half a year, or purchase more than 200,000 yuan to reach the target. 3% reward based on total purchase performance.

If Party B fails to complete the target within 6 months, it will be deemed to have given up its general agent qualification for the second half of the year. (Assessed every six months)

Party B levies municipal agents and franchise stores based on national uniform retail prices and legitimate operations. If any violation is discovered, it will be deemed a breach of contract, and Party A has the right to stop supply and cancel Party B’s ownership qualifications.

For every city-level agent that Party B recruits and franchises, Party A may receive 4000*50% of the brand franchise fee from Party B.

3. Use of Trademark Rights Bouquetslove

Party A authorizes Party B’s stores to use the Bouquetslove flower love graphic and text registered trademark as hanging signboards, and agrees to Party B’s use of Bouquetslove flower love and The word is a registered trademark and is used for product sales and promotional advertising purposes.

Party B shall bear the costs of store rental, decoration, equipment, products, working capital and auxiliary materials by itself.

Party A and Party B are independent business units, and there is no joint investment, employment or contracting relationship. Party B shall operate in accordance with the laws of the People's Republic of China and the People's Republic of China and shall not engage in illegal activities.

IV. Training methods

During the operation period, Party A will train sales personnel for Party B free of charge, and provide services such as decoration layout, unified brand image in the market, and unified decoration design. During the operation period, upon Party B's application, Party A will send professional technical sales consultants to provide free guidance to Party B and guide Party B into the normal sales track. (The boarding, lodging and round-trip transportation expenses incurred by Party A’s training instructors shall be borne by Party B)

5. Party B’s regional protection

In order to ensure the interests of retail in each region, Party B has established The specialty store shall not exceed the scope of the agency area, and it will be deemed as a breach of contract if found.

6. Party A’s advertising support

Party A will invest in corresponding advertising support based on regional media. (Published according to the market expansion plan) Party B will cooperate with Party A to launch corresponding promotional activities for the target consumer groups.

Party A releases planning information (in the form of presentations) from time to time and provides the sales experience of each chain store for communication.

VII. Chain operation market management

Party B is willing to abide by Party A’s national unified market operation and management system. Any violation of the following market management conditions will be deemed as Party B’s automatic abstention. Regarding the circumstances, In serious cases, Party A will reserve its right to take legal action: any words or deeds that damage the image of Party A's enterprise or related products. Disrupt the unified national market and engage in unfair low-price competition or illegal business operations and cross-selling activities. Selling products that are not authorized by Bouquetslove (referring to similar products). Violate Party A's price management system and sell Party A's products at a discount of 20% off the unified selling price (except during promotional activities with written consent of both parties).

If more than 20% of the listed agent stores in Party B’s area have the above behaviors (paragraphs 1 to 4), it will be deemed as Party B’s breach of contract.

If Party B commits the above-mentioned acts (Article 7, paragraphs 1-5), it will be deemed as Party B’s breach of contract. The deposit paid by Party A will be confiscated in full. As compensation for breach of contract, Party A has the right to stop supply and Party B shall have no objection to the final cancellation of its business qualification.

8. Incentive measures

1. If there are more than ten provincial agents across the country, the outstanding ones will be selected every six months. The general agent will be selected based on sales performance and standard implementation. A bonus of 5% of the average monthly purchase performance of the general agent will be provided as a reward, provided by Party A.

2. Those who have meritorious service in reporting violations of market management will be rewarded with a one-time reward of RMB 1,000 after verification.

9. Payment terms

Each time Party B replenishes goods, it must go to Party A’s designated warehouse to replenish goods. The goods will be shipped within 72 hours after payment is received. Party A shall not delay the goods for any reason.

If due to traffic factors, Party A handles the transportation of goods, the transportation costs will be handled by Party B by itself, calculated on an actual basis, and the system is payment on delivery. Party B must call or fax Party A within 24 hours of the arrival of the goods. Arrival status, and confirm receipt. If the amount of one shipment exceeds 6,000 yuan, Party A will bear the freight, while Party B will pay for air transportation or express delivery.

10. Principles of Returns and Exchanges

Priority is given to returns and exchanges that are not stained or damaged. Party A guarantees the quality of its goods. If there is any quality problem, Party B will notify Party A within 24 hours of receiving the goods, and Party A will return the goods unconditionally (Party B must return the original packaging). If the product is damaged due to a third party (shipping company, etc.), it will The losses will be borne jointly by Party A and Party B. If the first batch of goods is received within 3 months, Party B can propose a 30% exchange (must be non-replenished products). Slow-selling products can be exchanged at a discounted price upon mutual agreement within 3 months.

Eleven. Liability for breach of contract

Party A and Party B shall strictly abide by this agreement. Neither party shall change or terminate this agreement without authorization. If one party breaches the contract, it shall be liable to the other party. Liquidated damages of 10,000 yuan.

12. Termination of the contract

1. If Party B consciously fails to meet the agency conditions after one year and has not breached the contract, Party B has the right to terminate the contract.

2. Party B unconditionally handles the transfer of all store contracts and transfers all the brand franchise fees received by Party B to Party A (without interest), and Party A transfers the full agency deposit paid by Party B. Return to Party B (without interest).

3. Party B’s change of contract to a municipal specialty store shall also be handled in accordance with Article 1 above.

Thirteen. This contract is made in two copies. Each party holds one copy. It has the same legal effect and will take effect after being signed and sealed by Party A and Party B.

14. For matters not covered by this contract, a replenishment agreement can be signed as a supplementary agreement to this contract and has the same legal effect.

15. Attachment: Unified retail price list and discount table for each product.

Sixteen. Agent sales area:

Party A: Guangzhou Junsong Trading Co., Ltd. (seal) Party B (seal) Party A’s representative:

Date of signing:

Address:

Telephone:

Fax: Date of signing on behalf of Party B: Address: Telephone: Fax: Day, month and year< /p>