Hasee is one of the famous brand in China. Our product include laptop、tablet、mobile phone、desktop、all-in-one-PC、Mother board and Graphic card. Founded in 1995, after 19 years of development, We have Shenzhen (0.3 million m2) and Kunshan (0.3 million m2) two industrial parks and more than 2000 employees around China work for Hasee. The Hasee factory has one advanced SMT workshop owns 12 auto high speed SMT lines. Two assembling workshop for PC and mobile phone，one injection and print workshop，one service center and one test lab. The month production capacity is about a million PC and 10 million mobile phone. You can contact our sales team for more information and more details about the ODM cooperation.
Our key strength in ODM cooperation
1，State-of-the-art Design
2，Best Cost-Performance
3，Flexible logistic support
4，Royal solution provider in emerging market
5，Qualified factory backup (ISO9000 & ISO14000)
6，One stop shopping from Laptop, Mobile, Tablet and Desktop
Hasee mission is to build a network of independent Distributors, who in turn market Hasee line of laptop computer, desktop computer, Panel PC (all-in-one computer), Smart phone, Tablet, LCD, motherboard, Graphics card and other high-tech electronic items which Hasee may choose to promote.
Distributor is granted Hasee Distributorship for 12 months as from the date of last signature of this Contract by both Parties ( hereinafter”Date of Contract”).
The Distributor is granted the right to purchase products from Hasee for resale as per Price Policy set forth in Article 4.2 of this Contract. Using Hasee name, trade mark, brand name, patent, copyright, trade secret, logo, and any other Hasee owned intellectual property out of the scope and other than for the implementation of the present Contract is unauthorized, unless prior written permission is granted by Hasee.
The Distributor receives the right to sell Hasee products anywhere within area only (hereinafter referred to as “Authorized Territory”).
Any violation and/or involvement in any activity, employment, campaign or enterprise which is detrimental to Hasee’s reputation renders the Distributor subject to immediate termination.
Hasee shall develop minimum sales targets yearly schedule for the products which Distributor must meet or exceed. Such minimum sales targets shall be agreed upon by Hasee and the Distributor as stated in the Business Plan (See appendix 1). The Distributor shall promote Hasee products. In the event that Distributor fails to meet its certain time period sales targets, Hasee may, at its sole discretion, after sending written warning notice to Distributor for remedy of such failure, and with Distributor further failing to meet its sales target during the consecutive time period following the warning notice, terminate this contract.
The granting of Hasee Distributorship is not intended, and shall not be construed to create a relationship of employer-employee, joint venture, agency, franchise or partnership or any other such kind of relationship between the Distributor and Hasee.
The Distributor is an independent contractor for the purchasing and selling of Hasee products, and as such is responsible for all agreements entered into by himself, and any and all expenses incurred by himself in the course of conducting business as a Hasee Distributor. The Distributor agrees to save Hasee, its Officers and Directors, and/or any other Distributor harmless from all said costs, and to indemnify and exonerate said parties from any loss, cause of action, litigation, claim, debt, judgment, attachment, execution, demand or other obligation of any kind arising out of the Distributor’s acts, words, or conducts as an independent contractor for the sale of Hasee products, whether caused by the Distributor’s negligence, willful action, failure to act, or otherwise. Hasee shall have no obligation to defend or settle any claim, other than claims or liabilities arising from Hasee’s products defects or breach by Hasee’s of its obligations under this Contract.
4.1 Ordering
Distributor shall order Products by sending Hasee a written purchase order by fax or post. Hasee will confirm receipt of orders within 5 working days. All accepted orders will incorporate and be fulfilled under the terms of this Contract. Distributor and Hasee shall abide by the terms and conditions of this Contract. Hasee retains the rights to replace any existing model of its products by a new model or change the specifications of any Product on or before its writing confirmation of Sound by amani orders of the said product unless otherwise agreed between the Parties on a case by case basis.
4.2 Price policy
4.2.1 The price term shall be FOB Shenzhen.
4.2.2 The Distributor shall bear the freight fees as well as customs duties and Value Added Tax or other tax which are not levied by the authorities of the People’s Republic of China.
4.2.3 Conversely, Hasee shall bear any tax or duty levied by the authorities of the People’s Republic of China.
4.3 Payment and delivery
Payment shall be made by T/T (Telegraphic Transfer) or by irrevocable and sight payment L/C with clauses mutually confirmed by both parties in advance. Distributor/Reseller shall pay no less than 30％ deposit of the total purchase order value by T/T in advance. Upon official receipt of the 30％ deposit payment, Hasee shall prepare the ordered material or spare parts and arrange production ＆shipment according to the schedule agreed mutually written on Purchase Order or Performa Invoice. In case of Hasee’s material shortages, another production & shipment time may be mutually agreed between the parties upon order received by Hasee.
Upon T/T or sight payment L/C with clauses mutually confirmed by both parties in advance receipt of the remaining 70% purchase amount balance confirmed, Hasee will arrange the shipment. Failing to pay the balance payment within 45 days after production renders the Distributor subjects to abandon the deposit.
Upon delivery, transfer of title and risk of loss or damage for the goods will pass to the Distributor/Reseller. The Distributor/Reseller shall be responsible for the shipment costs from Shenzhen to the Distributor’s/Reseller’s location.
4.4 Obligations
The Distributor has the onus to furnish all completed import custom declaration documents and the Sound by amani custom clearance documents to Hasee for Value Added Tax application in due time.
Subject to the achievement of its sales target by Distributor’s, Hasee shall provide no-charge or charged technical and new products training for the Distributors; The Distributor shall bear the expenses incurred from his sending one to five engineers or technicians to Hasee Computer Co., Ltd. to be trained. The detailed clauses about training are referred to in the Business Plan (see appendix1).
Intellectual property rights herein means all patent rights, patent applications, rights to apply for patents, copyrights, copyrights registration, trade secrets, trademarks, service marks, trademark and service mark registrations, logos, related goodwill and confidential and proprietary information owned by Hasee. Distributor acknowledges and agrees that Hasee and Hasee suppliers have and will retain all intellectual rights in the products. Distributor/Resell will leave intact all the above intellectual rights notices (including, without limitation, copyright notices, patent registration numbers and trademarks) on all Products purchased hereunder.
Hasee owns all the independent intellectual property rights of its patent, trademark, trade secret, copyright, and other intellectual property rights. Except for formal copyright license, no license, immunity or other right is granted herein by either party to the other party, whether directly or by implication, estoppels, or otherwise, with respect to any patent, trademark, copyright, trade secret, other intellectual property rights.
No clause in this Contract grants either Party any rights to use the other Party’s trademarks or trade names or other intellectual rights, directly or indirectly, in connection with any product, service, promotion, publication or publicity out of the scope and the purpose of this Contract without prior written approval of the other party.
The Distributor may, at his own expense, advertise for the sale of Hasee products through his own Distributorship. Any advertising containing the Hasee name and/or logo and /or any other intellectual property owned by Hasee requires the prior approval of Hasee.
The Distributor shall conduct his business in an ethical, fair and moral manner that will at all times reflect favorably upon Hasee’s goodwill. The Distributor shall not malign Hasee or any other Distributor, or any competitive product or company, and shall not make any false or misleading representation about Hasee products or other Hasee Distributors.
Hasee will provide limited high-qualified after-sales service for its products. If Distributor chooses a certain percentage of spare parts or complete computers as the after sales service, Hasee will not offer the International standard after sales service.
The validity, construction and performance of this Contract shall be governed by the relevant substantive laws of the People’s Republic of China.
Any dispute, controversy or claim arising out of or relating to this contract, or the breach termination or invalidity thereof, which cannot be settled amicably between the parties, shall be finally brought in a court of competent jurisdiction in Shenzhen, the People’s Republic of China. The cost of the litigation, including a reasonable allowance of attorneys’ fee, will be borne by the losing Party or as otherwise specified in the Court Award.
Either Party shall not disclose the terms or conditions of this Contract or any correspondences connected thereto to third parties without the other Party’s prior written approval. Any loss one Party suffer from this unauthorized disclosing shall be compensated by the other Party.
Hasee may choose not to renew this Contract at its sole discretion by sending written notice to the Distributor 60 days before the end of contract term, if the Distributor has failed to meet the certain time period minimum sales targets, as per the Business Plan.
Notwithstanding the foregoing, Hasee has the right to terminate this Contract immediately if the Sound by amani:
a) becomes insolvent;
b) becomes the subject of any proceeding seeking relief, reorganization, receivership or rearrangement under any laws relating to insolvency;
c) begins the liquidation, dissolution or winding up of its business;
d) undergoes a change of control with another entity, either through an event such as acquisition, merger, consolation, or purchase of all or substantially all of the acquired party’s assets;
e) commits a material breach of its obligations under this Contract including misappropriation of intellectual property of Hasee.
f) Any violation of the Hasee’s reputation or intellectual properties.
In case of yearly termination or non renewal of this Contract, both Parties shall fulfill their respective obligations under this Contract in respect of orders received by Hasee before the date of termination unless both Parties mutually agree on the cancellation of such orders
This Contract comprises the entire understanding between the Parties with respect to its subject matters andsupersedes any previous communications, representations, memorandums, notices, documents or agreements, oral or in writing.
According to the Severability or Survival of terms, each clause of this Contract shall have independent force, any modification or termination of one clause of this Contract shall not affect the force and validity of all the other clauses. The parties shall replace such invalid clause or clauses by way of replacing it or them with a valid clause or clauses that is as close as possible to the party’s original intention.
For purpose of construction, this Contract will be deemed to have been drafted by both parties. No modification of this Contract will be binding on either party unless in writing and signed by an authorized representative of each Party.
IN WITNESS WHEREOF, This Contract will be executed by both parties since the date it is signed.
This Contract is in TWO copies in English and will be executed in TWO originals; each party shall keep one original.
Sound by amani agrees to all of the above terms, and hereby makes application to become a Distributor of Hasee Products.
By signing this Contract, Hasee agrees to appoint Sound by amani as its Distributor as per this Contract terms and conditions.
