BROKER AGENCY AGREEMENT
Effective starting: April 28, 2022
1. The following Broker agency agreement applies to deliveries of Exporter meaning the Seller, through the Agent
of EOTRACE. This Broker agency agreement includes the Commission or Revenue Share as broker agency of EOTRACE for the Sale provided between the Exporter and the Importer means, the Buyer.
1.1. All Terms are notified of this Broker agency agreement and can be used in lower case.
1.2. Any conditions deviated from, added to, or contrary to this Broker agency agreement are not part of the Broker agency agreement, even if the Exporter or Importer is aware of them. Unless the Exporter and/or the Importer informs EOTRACE expressly consents to their applicability in electronic communication.
1.3. As the Agent, we are mandated by the Exporter to ensure the sale of their product to the Buyer for a Term of three (3) years, or we are mandated by the Buyer to provide a product through the Exporter for a Term of three (3) years.
1.4. The Agent is authorized to correct any typographical error or other error of an editorial nature in this Broker agency agreement, and to substitute such corrected text in the counterparts of this Broker agency agreement, provided that such corrections do not modify the meaning or the interpretation of this Broker agency agreement
and provided that copies of the corrected texts are remitted to each party.
1.5. The Exporter and/or the Importer and their Third-Party engaged are responsible for all spelling mistakes
or all types of errors in the export-import process.
1.6. Changement can be applied between the Broker agency agreement and the Proforma, Commercial Invoice,
or Purchase Order (PO) this slight modification is agreed upon by both Principals on the Commercial Invoice.
2. Terms that are defined in the Broker agency agreement.
2.1. Agent means, Agent
As is defined; EOtrace Ltd. BG206503747, named EOTRACE, is mandated to represent the Exporter in negotiations
and other dealings within Importer in accordance with these Terms, and Conditions of this Broker agency agreement.
2.2. Analysis means, Analysis
As is defined; refers to the examination of the Product using recognized analysis methods to determine its specifications, particularly with regard to the content of metal, pesticides, and other components.
2.3. Data means, Data
As defined; characteristics or Information, numeric, or chemical are collected through observation and collection.
2.4. Documentation, Document means, Documentation, Document
As is defined; Documentation is any communicable material, including all types of Data.
Apply to export and import requests of Product, or Document made by authorities.
2.5. Confidential Information means, Confidential Information
As is defined; means all material, non-public, business-related information, written or oral, whether or not it is marked
as such, that is disclosed or made available to the receiving principal, directly or indirectly, through any means of communication or observation.
(i) all information disclosed by EOTRACE that is marked as confidential or proprietary or that you should reasonably understand to be confidential or proprietary is Confidential Information.
Confidential Information includes non-public aspects of the parties meaning Exporter and Importer;
(ii) non-public Exporter or Importer specific Data provided to you by EOTRACE such as financial statements, Documentation; and non-public technology, technical information, and Product of parties to which you obtain access
as a result of the relationship between you and EOTRACE under this Broker agency agreement.
2.6. Exporter means Exporter
Any person under a country's jurisdiction who arranges for goods to be exported to other countries.
2.7 Escrow third party means Escrow third party
The escrow payment method as outlined in the Terms and conditions of this Broker agency agreement hereunder between the Principals involved, and the responsibility of each regarding the release of payment after delivery
to the Importer means that the Importer orders the product and releases a payment or part of it before any expedition.
2.8. Fraud, Deceit, Adulteration means, Fraud, Deceit, Adulteration
As is defined; the practices involving Chemical Compound, food, maybe reduced to the following types of offenses; Deceit, Adulteration, sale of adulterated food, and the Sale of spoiled food or otherwise unfit for human consumption.
Their common characteristic is that they imply in principle, bad faith on the part of the person committing the offense; Adulteration of food, Product, or Hazardous substance consists in its alteration with intent to deceive, e.g., the addition of unauthorized substances, the unlawful removal of nutritive principles, or the substitution of ingredients.
This definition applies to us as an Exporter that provided Product in the situation of Chemical Compound modification such as Adulteration as can be defined by FAO.
2.9. Importer, Buyer means Importer, Buyer
As is defined; as any company, Buyer under a country's jurisdiction who arranges for Product to be imported into other countries. The party who makes (or on whose behalf an agent or broker makes) the import declaration, and who is liable for the payment of duties (if any) on the imported Good or Product. Normally, this party is named either as
the consignee in the shipping documents and/or as the Buyer in the Exporter invoice.
2.10. Initial Availability Date means, Initial Availability Date
As is defined; the Initial Availability Date is the first date on which the Product is delivered and installed at a customer field or lab location for an exchange Trade within a legal Documentation.
2.11. Broker agency agreement means, Broker agency agreement
As is defined; the agreement entered into between the Exporter is defined as Exporter, the Importer is defined as Importer, and EOTRACE, the Agent who goes into the primary market on behalf of the Exporter to obtain the accurate possible price for the sale of the Product.
2.12. Sampling, Sample means Sampling, Sample
As is defined; Sampling refers to the drawing of a representative sample. From a specific quantity, delivery to determine the properties agreed upon.
2.13. Product, Good, Hazardous substance, Raw material, means, Product, Good, Hazardous substance, Raw material.
As is defined;
(i) Hazardous substance, or other product common name as a chemical product.
(ii) Raw material such as a medicinal plant, fats, and oils, floriculture, plant production, fertilizers, food additive, nutrients, oleaginous, fruits/edible nuts, herbs and spices, plant protection, plant variety, planting material/seeds, feed additives, vegetables/legumes (i.e derivative of oils plant, such absolute, concrete, hydrolat, plants).
2.14. Proforma Invoice means Proforma Invoice
As is defined; shows the country purchasing contract number, Good code number,
line number, description of the item, quantity, and all relevant information for the Trade of Good with unit prices extended and purchase order totaled (this requirement may be waived when the purchase is made by a blanket purchase order.)
2.15. Purchase Order means Purchase Order
As is defined; to purchase, different types of Product of the Exporter; which means the document, which directs
a contractor to deliver Good pursuant to this Broker agency agreement.
2.16. Ratifications means, Ratifications
As is defined; as the act whereby a State indicates its consent to be bound by a treaty. Acts of acceptance or approval of a treaty have the same legal effect as acts of ratification and consequently express the consent of a State to be bound by a treaty.
2.17. Regulations means, Regulations
As is defined; state-mandated regulation is government intervention in the private market in an attempt to implement policy and produce outcomes that might not otherwise occur, ranging from consumer protection to faster growth
or technological advancement.
2.18. Term means Term
The period of time, three years, in which this Broker agency agreement is in force.
2.19. Third-Party means Third-Party, Third-Party Logistic, Third-Party Escrow
As is defined; one other company than the Exporter or the Importer or the Agent is involved in the Product between
the Principals of the Broker agency agreement.
2.20. Warranty Expense means Warranty Expense
As is defined; is an expense related to the replacement, compensation, or repair to an Importer for any Fraud of Goods or defects of this related Product. In other words, an Exporter or manufacturer is committed to repairing or replacing
a sold Product during a certain time period if it does not correspond with the Importer specifics requirements or does not according to the Terms of the Warranty Expense.
EXPORTER, IMPORTER, AND EOTRACE.
3. The parties involved in this Broker agency agreement are Exporter,
the Agent is EOTRACE, and the customer is an Importer.
3.1. Exporter, or Importer name (name of company);
3.1.1. Legal form (e.g. limited liability company);
3.1.2. Country of incorporation and (if appropriate) trade register number;
3.1.3. Address, phone, and, e-mail;
3.1.4. Represents by (surname and first name, address, position, legal title of representation);
3.1.5. The Agent company;
3.1.6. Legal form;
Limited liability company.
3.1.7. Country of incorporation and trade register number;
Bulgaria, BG 206 503 747
3.1.8. Represents by;
Abdou Moustadrane, at 25, Georgi Rakovski, Sofia, 1202, Bulgaria.
EOtrace Ltd. 25 Georgi rakovski, 1202 Sofia, Bulgaria.
Chief Executive Officer (CEO), +359 882344418.
3.1.9. Importer or Exporter name (name of company);
Provided by EOTRACE in electronic communication.
3.1.10. Legal form (e.g. limited liability company);
Provided by EOTRACE in electronic communication.
3.1.11. Country of incorporation and (if appropriate) trade register number;
Provided by EOTRACE in electronic communication.
3.1.12. Address, phone, and, e-mail;
Provided by EOTRACE in electronic communication.
3.1.13. Represents by (surname and first name, address, position, legal title of representation);
Provided by EOTRACE in electronic communication.
EOtrace Ltd. 25 Georgi rakovski, 1202 Sofia, Bulgaria.
4. Supply of the Goods, all purchase orders shall be issued in accordance with the attached ordering instructions, requirements, terms, and conditions. The importer shall order at the prices and discounts indicated, exclusive of all, State, and local taxes.
4.1. Exporter provides Goods for Importer.
4.1.2. All Documentation is provided by the Exporter through the email of the Agent
means, EOTRACE, and Importer email addresses included.
4.1.3. All Purchase order is regulated by Ratification, Regulation, regarding the law of countries for export-import
and Data transfer binds between, Exporter the agent EOTRACE, and Importer within our Broker agency agreement.
4.2. Exporter provides to the Agent a basis price of the Product, this price is offered, with an offer validity time,
and Revenue Share or Commission price to Importer under this Broker agency agreement is rendered, for the Letter of intent, the Purchase Order of Importer, the determinants of Product, volume, location, and price are agreed hereunder this Broker agency agreement is sent through email to the Importer and the Agent.
4.3. The Broker agency agreement is provided during a certain time and condition;
● Obligation to include the Agent for all further purchases between the Importer and the Exporter for three (3) years Term.
● Broker agency agreement under the GISG treaty and ICC.
● Purchase order collection to the receipt of the specific Goods.
● Payment Terms under Exporter agreement for a volume provided by EOTRACE.
4.4. If Importer asks Exporter for additional services or Product for amendments/alterations of the services already agrees with EOTRACE, or instruct Exporter in such case, amends, reduces, or extends the Product through the Agent,
is expressly specified in an addendum of this Broker agency agreement, or certified electronic transmission and
the possible impact of Exporter for the instruction of the Purchase Order.
OBLIGATION OF THE RESOURCE OF THE IMPORTER.
5. During and after the Term of this Broker agency agreement, that Importer is an obligation to respect;
5.1. Maintain Confidential Information in confidence (using at least the same measures as for your confidential information, and no less than reasonable care) and not divulge to any Third-Party any Confidential Information other than necessary to apply the activity and our export services.
5.2. Only use Confidential Information to fulfill your obligation under this Broker agency agreement.
5.1. Sampling of the delivery Product means without needing to be put under seal or secure place under Importer means Exporter name with all the Documentation that is required for this type of Product.
5.2. This determinant Sample is used for Fraud detection in case of a dispute whenever, the arrival of the Product.
5.3. At the arrival the Product is submitted to the Sampling of Analysis.
OBLIGATION OF EXPORTER.
6. Exporter is in obligation to sell new Goods as agreed by Importer lifetime shields of the Product are expressively notified to Importer.
6.1. All dispatch Documentation (e.g. freight papers, carriage labels, delivery notes, and bill of loading) contains
the exact material description, purchase number, delivery weight, units, density, and receiving entity.
6.1.1. Exporter is responsible for the carriage and delivery, customs duties, delivery lead time of the arrival
of the Product otherwise agreed in this Broker agency agreement such as Incoterms.
6.2. Exporter fulfills all applicable requirements and implements the measure status in the Ratification, Regulations, standards of food hygiene, and safety procedures with regards to the Goods that are supplied to the Importer.
6.3. Exporter shall inform Importer of any authorization requirement for the (re-)export of its Goods pursuant to European, U.S export and another country, as the export and custom Ratification, Regulations, laws of the country
of origin of its Product in its business Documentation.
SPECIFICATIONS OF MATERIAL, EXCLUSIONS FROM DELIVERY.
7. All liability of the Goods sold by Exporter to Importer is within the verification of the specification Product
7.1. Exporter warrants that all Product to supply is exempt from radioactivity using state-of-the-art measuring equipment.
7.1.1. Exporter exclusively delivers Goods that did not show any signs of ionizing radiation in excess of the natural background radiation within the measurement accuracy of the measuring equipment.
7.2. Exporter delivers all necessary Documentation and written approval in English.
7.2.1. The necessary Documentation is prepared for and the label attaches to the delivery of the Goods, that only Goods agreed is delivered.
7.3. The Goods are stored by the Exporter in the appropriate condition and sent to the Importer within the Initial Date Availability.
DISPATCH AND PACKAGING.
8. Product is dispatched to the receiving entity specified by the Importer.
8.1. Exporter is informing Importer on an actual day of dispatch of the Product to conform with the Initial Availability Date that is agreed with Importer.
RECEIPT OF SAMPLE AND ANALYSIS OF MATERIAL, NOTICE OF DEFECTS, AND LIABILITY FOR DEFECTS.
9. The weight is determined on the calibrated scales and quality Analysis of the agreed Goods within the Broker agency agreement for the order is bound by Exporter, Importer, and EOTRACE.
9.1. Importer shall send to Exporter an incoming Goods receipt that contains all Documentation needed to confirm
the receipt of the Goods sale.
9.2. Following the receipt of the Goods a Sampling and/or Analysis is required.
9.3. In this provision, Sampling refers to the drawing of a representative Sample from a specific quantity delivered
to determine the properties agreed upon.
9.4. Analysis refers to the examination of the Goods using recognized Analysis methods to determine its specifications, particularly concerning the content of metals, pesticides, and other components for Fraud detection.
9.5. The Sample for the Importer is taken and/or requested before, in the situation, at the time of Product is received and the weight determined pursuant to the Broker agency agreement that forms the basis for the Commercial Invoice.
9.6. If the sample taken at the time the Goods are received shows that the quality and quantity of the delivery Product diers from the contractually agreed quality and quantity of the Product, then the Sample taken at the time the Goods
is received shall be deemed as a notice of Fraud, and defects.
9.7. Any claims, or objections by the Importer against the results for the Sample, that are taken at the time the Product is received and raised within three (3) days by email for all parties.
9.8. In the case of a dispute about the findings of the Sample that is taken at the time the Goods is received, EOTRACE shall propose an impartial and certified sampler who takes a Sample, and EOTRACE as Agent carries out an Analysis using the latest methods. EOTRACE deemed the report of the impartial Sample to be binding.
9.9. If Importer does not raise any written objection within the specific period means, three (3) days after the legal reception of Importer office's, Importer may process and/or sell on Product.
9.10. Importer may change the Goods after Sampling and Analysis purposes. Any supplementary performance
is deemed to be unsuccessful after the first unsuccessful attempt.
9.11. Importer is entitled in full to the claim for defects of the Product that is Sale by Exporter provides by the law
(i) Importer and EOTRACE reserve the right to demand Exporter to either rectify the defect or deliver a replacement Product according to Importer's choice.
(ii) Indemnity, refund is a claim by Exporter, or EOTRACE for any Fraud or infringement of this Broker agency agreement.
EXPORT CONTROLS, COMPLIANCE.
10. Exporter is solely responsible to ensure, in particular, that Product is delivered by Exporter or Third-Party parts thereof are not subject to national and/or international export restrictions.
11. Agreed upon and delivery deadline shall be deemed binding. Unless agreed otherwise in writing, the delivery deadline starts at the due invoice is paid and needs to be delivered at the Initial Availability Date.
11.1. The receipt of Goods at the receiving entity specified by Third-Party Logistic or parts, therefore the company Exporter is used as a basis to determine the fulfillment of the Initial Availability Date and respect, for the deadline.
11.2. This also applies to all dispatch Documentation and another certificate required for the fulfillment of the delivery obligation.
11.3. Importer may make a covering purchase if delivery is delayed. A covering purchase is the purchase of a similar Product with the same or similar technical specifications in the same volume or it is not delivering an unusable Product at the market prices applicable at the time of the covering purchase.
ASSIGNMENT AND SETTLEMENT NETTING.
12. Exporter shall not assign amounts receivable from and claim against Importer to a Third-Party without obtaining the prior written consent of Importer.
12.1. Entitles of Importer to set off all own receivables and receivables of affiliates companies with the receivables
of the Exporter and its affiliated companies.
12.2. Only claims that are undisputed or whose legal validity is confirmed may be set off with Importer and EOTRACE counterclaims.
TAXES AND SOCIAL SECURITY ON THE INVOICE.
13. The Exporter company is subject to its own country regulation and is applying VAT/GST.
13.1. Figure in this Broker agency agreement except for duties taxes, that are relative to each Product, country
and is responsible for collecting and remitting any taxes imposed on the Product, provided to the Importer.
13.2. The Exporter generates a commercial invoice including the VAT/GST and other taxes such as customs clearance, duties, and commission to the Agent.
13.3. Exporter specifies the payment of customs duties and any import duties, in the Incoterms in accord with Importer.
13.4. Importer and Exporter are responsible for any income or other taxes due and payable relating to the purchase process accordingly unless otherwise stated, the amounts due to you hereunder are exclusive of any taxes that may apply to such payments.
WARRANTIES AND LIABILITY.
14. Product is provided by the Exporter, in accordance with the Agent means, EOTRACE the specification agreed on
this Broker agency agreement.
14.1. If any Goods delivered do not meet performance representations or other quality assurance representations
as published by Importer of the Product or the specifications, Exporter shall pick up the Product from the Importer
at no expense to Importer.
14.2. Importer reserves the right to reject any or all Product if, based on tests as per section 9.6, the item reflects unsatisfactory workmanship or manufacturing or shipping damage or Fraud. All claims and pursuits are related
to the United Nations Commission on International, UNCITRAL, within the International Chamber of Commerce, ICC.
14.3. Exporter, Importer, and EOTRACE reserve the right to engage within the infringement of the Broker agency agreement the following standard arbitration clause;
“All disputes arising in connection with the present contract shall be finally settled under the Rules of Conciliation
and Arbitration of the International Chamber of Commerce by one or more arbitrators appointed in accordance
with the said Rules.”
15. How Warranty Expense is calculated, Exporter mandates EOTRACE to estimate the number, unit, weight,
or density of Product units that are needed to be replaced by using the following formula.
15.1. The formula as is applied.:
- Tps * Ppd = Pdnr
- Pdnr * Pcp = Ewe
15.1. Definition of the formula;
- (Tps) means Total Product sold.
- (Ppd) means, the Pourcentage of Product defective.
- (Pdnr) means Product defective needs replacement.
- (Pcp) means, Previous cost production as replacement cost.
- (Ewe) means, Estimate warranty expense.
15.2. Total of units, weight, density for Product sold * Pourcentage of Product defective in units, weight, density = Product defective needs replacement.
15.2.1. Product defective needs replacement units, weight, density * $Previous cost production of units, weight, density as replacement cost = Estimates Warranty Expense.
TERM, TERMINATION, AND CONSEQUENCES OF TERMINATION.
16. This Broker agency agreement shall take effect on the date of its signature by Exporter and Importer
and EOTRACE or if signatures do not occur simultaneously when the latest signature is given.
Unless sooner terminated pursuant for any infringements of the articles of this contract shall continue until
the resolution of the claim.
16.1. Exporter or EOTRACE may forthwith terminate this contract and engage the claim by giving written notice to
the Importer if the latter fails to pay any sum payable in it under this Broker agency agreement within the day
of the due date for payment.
16.2. Either Exporter and Importer and EOTRACE may (without limiting any other remedy) at any time terminate
the Broker agency agreement by giving written notice to the other if the other commits any breach of this contract
and (if capable of remedy) fails to remedy the breach within time conditions implemented by the days after
are required by written notice to do so, or if the other goes into liquidation, becomes bankrupt, makes a voluntary arrangement with its creditors, or is a receiver or administrator appointee.
EOTRACE CONFIDENTIAL INFORMATION.
17. Exporter and Importer, understand and acknowledge that, by virtue of, the present Broker agency agreement,
they may both receive or become aware of information belonging or relating to the other parties, its business, business plan, affair, or activity, which information is confidential and proprietary to the other parties and in respect of which they are bound by a strict duty of Confidential Information.
18. In consideration of such Confidential Information is disclosed or otherwise made available to either parties,
for the performance of the present Broker agency agreement, both parties hereby undertake that they will not at any time, either before or after the termination of the present contract, and either directly or indirectly, disclose, divulge,
or make unauthorized use of any Confidential Information.
18.1. Except to the extent to which such Confidential Information, does not include any information that;
(i) Is or becomes generally known to the public;
(ii) Was known to the parties before its disclosure hereunder or is received from a Third-Party, in each case without Data breach of an obligation owed to parties or anyone else.
PLACE OF FULFILLMENT AND LEGAL VENUE.
19. The place of fulfillment of the delivery is the receiving entity specified by Importer.
19.1. In addition to this Broker agency agreement, the law shall apply exclusively to the United Nations Convention
on contract for International Commercial Sale of Goods (GISG), or/and International Chamber of Commerce (ICC)
and international privacy laws.
19.2. If an article of this Broker agency agreement is or becomes ineffective, this shall not affect the effectiveness
of the other articles.
RETENTION OF TITLE.
20. Importer only recognizes simple retention of title by Exporter if the ownership of Product is transferred to Importer upon transfer of the Goods and/or the payment transfer Importer may sell and transfer the Product during proper operation.
20.1. Exporter does not accept any adverse business terms of Importer and herewith explicitly rejects any such terms. They do not form part of this Broker agency agreement.
20.2. Special forms of retention of title, particularly extended and prolonged retention of title, current account retention, and multiple reservations shall not be accepted.
20.3. Due to the retention of title, the contracting party as Exporter may only demand the release of the Goods if it has first withdrawn from Broker agency agreement, pay the fee of export-import insurance, carriage, labor, and after all process requirements of Exporter.
INVOICE, INSURANCE, AND PAYMENT.
21. The specified price includes dispatch, packaging, and taxes, all this information is relative to the Commercial Invoice (if applicable).
21.1. The Commercial Invoice is due by TT Payment.
- Exporter’s company name, address, and contact number.
- Importer’s company name, address, and contact number.
- Importer’s company name, address, and contact details.
- Exporter’s details if they are not essentially a consignee.
- Importer’s details if they are not essentially a consignee.
- Commercial Invoice number and date.
- Order number.
- SKU, commercial name, commercial identification of the Product.
- Harmonized System.
- Quantity and quantity units.
- Mode of dispatch (whether by road, rail, air, or sea).
- Type of shipment (FCL, LCL, breakbulk, etc).
- Types of Containers (Reefer Container, TEU, Insulated Containers, etc).
- Vessel name and voyage number.
- Names of the loading port, discharge port, and destination.
- Bill of lading number (Ocean Bill of Lading), Marine cover policy number.
- AWB number.
- Name of country of origin of Goods.
- Destination of Product.
- Terms/method of payment means Incoterm 2022.
- Letter of credit.
- Export-import insurance and export credit insurance.
- Price of the Goods by unit and/or weight.
- Prices include the VAT/GST of each country.
- Commission to the Agent in number and amount HT.
TRADE AND AGREEMENT.
22. This Broker agency agreement is only effective if it is confirmed by all Principals means Exporter, Importer,
and the Agent means EOTRACE In writing electronic approval means signature or a virtue of the Marketplace.
Tax if needed;
Under negotiation with your service for our volume provision.
* Total commercial invoice; USD $***** * Commission of the Agent; USD $*****
● Account EOTRACE
Account holder: MOUSTADRANE ABDOU
Account holder's address: 25 Georgi Rakovski, Sofia, 1202 Bank issuer: UAB "Maneuver LT"
Bank issuer's address: Žalgirio g. 92‐710, LT-09303, Vilnius
● The commission rate;
*The Product is agreed by virtue of email, this Commission rate is defined in accord within this Broker agency agreement with the Exporter.
*On the Marketplace EOTRACE such as the Revenue share, the price is previously provided by the Exporter
in Incoterms 2022.
*EOTRACE adds the Revenue Share that allows us to provide you with the sale of the products.
Value product *USD $2000.
Value product *USD $1 to USD $2000.
*For the ton (Mt) volume this Commission rate is defined in accord within this Broker agency agreement with the Exporter.
● All information such as ***** is written on the Commercial Invoice, regarding your product, volume country, and price.
● The payment of the Revenue Share and/or Commission (i) is released by the Exporter to EOTRACE.
● The fee of the wire transfer is in the charge of the Exporter.
● Coupon of 1% of our benefit is locked on your EOTRACE account.
The payment is released by the Importer to the Exporter upon reception of the Purchase Order.
Follows the shipment, reception, and approval of the Product, by the Importer. The Revenue Share and/or Commission is released by the Exporter to EOTRACE.
Exporter, and/or Importer, EOTRACE electronic signatures (acceptance) company names and date.:
ADDENDUM FOR THE PARTIES;
Subject to the approval date and signature of the addendum by all parties.
EOtrace Ltd. 25 Georgi rakovski, 1202 Sofia, Bulgaria