Dear :

Thank you for inviting us to be the sole agents for your [products] in [country/area].

Before making a decision, we would like to suggest a few changes in the terms you proposed.

First of all, the annual turnover you expect is too high to be realistic, and the commission you offer -- per cent -- is too low. We think a minimum of per cent on net invoice totals would be more reasonable.

Secondly, we feel that the territory you offer is too restrictive for sales. We suggest that it be extended from [area] to [area].

Finally, although we will hold the stock you proposed, we expect you to shorten the delivery date from weeks to weeks when there is a rush of orders before the holiday season.

If we could reach an agreement on these conditions, we would certainly accept an initial -year contract to act as your agents.

Sincerely yours,

[name]

[title]