Timber Auction Cooperation Agreement（sample)

Timber Auction Cooperation Agreement(sample)

Agreement No.: MCPM-2025-07-02

Date of Signing: ________________

Party A (Organizer):

Name: ___________________________  

Address: _________________________  

Legal Representative: _____________  

Contact Information: ______________  

Party B (Cooperator):

Name: ___________________________  

Address: _________________________  

Legal Representative: _____________  

Contact Information: ______________  

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Article 1: Purpose of Cooperation

Both Parties A and B, aiming to jointly organize a timber auction, integrate resources, and expand influence, enter into this Cooperation Agreement in accordance with the *Civil Code*, *Auction Law*, and relevant laws and regulations of China, through mutual consultation.

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Article 2: Cooperation Details

1. Form of Cooperation:  

   - Party A, as the organizer, is responsible for the overall organization and coordination of the auction.  

   - Party B, as the cooperator, provides the following support (check applicable):  

     - [ ] Timber resources (specific types and quantities detailed in the Appendix).  

     - [ ] Promotional activities (channels and budget detailed in the Appendix).  

     - [ ] Other: ___________________________  

2. Term of Agreement:

   - Duration: From July 2, 2025, to July 1, 2027.  

   - Scope of Subject Matter: Timber types, specifications, and quantities are detailed in the Appendix (*List of Auction Items*).

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Article 3: Rights and Obligations of Each Party

Party A’s Responsibilities:

1. Plan, recruit participants, verify bidder qualifications, and manage the auction site.  

2. Provide necessary legal documents and design auction processes.  

3. Coordinate resources to ensure the smooth execution of the auction.  

4. Oversee the auction’s overall planning, process design, and compliance with laws such as the *Auction Law* and *Civil Code*.  

5. Formulate and publicize auction rules (bidding method, deposit requirements, payment methods, and deadlines).  

6. Designate the exhibition address for the auction items.  

7. After the auction, Party A shall arrange unified delivery for sold items and packaging/storage for unsold items.  

Party B’s Responsibilities:

1. Provide agreed-upon cooperation content (e.g., timber, funds).  

2. Cooperate with Party A’s promotional efforts and refrain from releasing unverified auction information.  

3. Assign dedicated personnel to assist in auction execution and provide necessary technical support.  

4. Ensure the authenticity of auction items, providing accurate and complete information on timber types, quantities, quality grades, and any known defects (e.g., insect damage, excessive moisture content). Ensure legal ownership of items, free from mortgages, seizures, or other restrictions.  

5. Cooperate in delivery by providing timber at the agreed time and place, assisting with transportation and loading/unloading.  

6. Bear responsibility for the custody of auction items before delivery (e.g., risks of damage or loss).  

7. Pay relevant management fees (e.g., shared promotional costs).  

8. Prohibit false or misleading representations of auction items, with liability for breach or damages if violated.  

9. Ensure imported Japanese timber products are of qualified quality and reasonably priced.  

10. Arrange transportation of goods to the location designated by Party A.  

11. After the auction, if Party B fails to promptly transport unsold packaged items, storage fees shall be incurred.

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Article 4: Joint Responsibilities

1. Both Parties shall comply with Chinese laws during the cooperation period.  

2. Domestic timber auctions shall be held every three months, with the possibility of earlier scheduling based on sales performance. Delays require mutual agreement.  

3. Inventory Management:

   - Inbound: Party B shall prepare an inbound ledger as the basis for entry, confirmed and signed by both Parties.  

   - Outbound: Party A shall maintain timely outbound records and confirm with Party B.  

   - Inventory Check: Both Parties shall conduct a joint inventory check every three months, signing off on inventory and sales figures.

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Article 5: Delivery and Payment Terms

1. Upon receiving Party B’s goods at the auction venue, Party A shall verify them against Party B’s provided list and report any defects within three days of receipt.  

2. Payments shall be settled quarterly, with additional settlements before and after each auction.  

3. Both Parties shall designate personnel to jointly conduct inventory checks during settlements.  

4. Party B shall provide payment basis documentation within three working days after inventory checks.  

5. Party A shall transfer payments to Party B’s designated bank account within 15 working days of receiving payment basis documentation, per the terms of the agency purchase/sale contract. Party B shall issue a VAT special invoice within five working days of receiving payment.  

6. Party A shall charge a management fee of 12% of the total transaction value of auctioned items.  

7. Settlement Method:

   - Party A shall remit the full auction proceeds, minus the sales commission, to Party B’s account based on mutually confirmed settlement documents. Party B shall issue an invoice upon receipt, completing the settlement.

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Article 6: Intellectual Property and Confidentiality

1. Intellectual Property:

   - Auction-related logos and promotional materials are owned by Party A.  

   - Use of Party B’s proprietary resources (e.g., brand logos) requires written authorization.  

2. Confidentiality Obligations:

   - Both Parties shall not disclose commercial secrets, such as customer information or transaction data, with confidentiality obligations extending three years beyond the agreement’s termination.

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Article 7: Liability for Breach

1. Failure to fulfill obligations by either Party shall result in compensation for actual losses incurred by the non-breaching Party.  

2. If Party B provides timber with ownership disputes or quality issues, Party B shall bear full legal responsibility.  

3. Party A shall not be jointly liable for third-party lawsuits arising from Party B’s ownership issues.

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Article 8: Agreement Amendment and Termination

1. If the auction cannot proceed due to force majeure (e.g., rainy season, typhoon) or policy reasons, the Parties may negotiate termination, with incurred costs shared based on actual expenses.

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Article 9: Dispute Resolution

Disputes under this Agreement shall be resolved through negotiation. If negotiation fails, disputes shall be submitted to the court or arbitration committee in Party A’s jurisdiction.

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Article 10: Miscellaneous

1. Matters not covered herein may be addressed in a supplementary agreement, which, upon signing and sealing, shall have equal legal effect as this Agreement.  

2. This Agreement is executed in three copies, with each Party retaining one copy, effective upon signing and sealing.  

3. This Agreement takes effect upon signing and sealing by both Parties.

Organizer (Seal):

Legal Representative/Authorized Signatory: _________  

Date: _________  

Cooperator (Seal):

Legal Representative/Authorized Signatory: _________  

Date: _________