Product Sales Agreement
This Product Sales Agreement (“Agreement”) is made as of this day [Effective Date], by and between [Your Company Name], having its principal place of business at [Your Company Address] ("Seller") and the “Client” having its principal place of business at [Client Address] ("Buyer").
1. INTRODUCTION
This Agreement sets forth the terms and conditions under which the Seller agrees to sell and the Buyer agrees to purchase certain products as outlined herein. It is the intent of both Parties to establish a mutually beneficial relationship to facilitate the sale and delivery of the specified products.
2. DEFINITIONS
2.1 Seller: [Your Company Name], the entity responsible for selling the products as outlined in this Agreement.
2.2 Buyer: The party entering into this Agreement for the purchase of the specified products.
2.3 Effective Date: The date on which this Agreement becomes legally binding upon the Parties.
2.4 Products: The goods or items to be sold by the Seller and purchased by the Buyer, as described in Exhibit A attached hereto.
3. PRODUCTS
3.1 Description of Products: The Seller agrees to sell, and the Buyer agrees to purchase, the products as described in Exhibit A. This description shall include specifications, quantities, quality standards, and any other relevant details necessary for the identification and understanding of the products.
3.2 Title and Risk of Loss: Title to the products shall pass to the Buyer upon delivery, and the risk of loss or damage to the products shall transfer to the Buyer upon delivery to the specified delivery location.
4. PRICING AND PAYMENT TERMS
4.1 Purchase Price: The purchase price for the products shall be as stipulated in Exhibit A. Prices are exclusive of taxes, import duties, and other charges, which shall be the responsibility of the Buyer.
4.2 Payment Terms: The Buyer shall pay for the products within a term of 30 days from the date of invoice. In the event of late payment, interest shall accrue at the rate of 1.5% per month on the outstanding balance.
4.3 Invoices: The Seller shall provide the Buyer with a detailed invoice for each purchase, specifying the quantity, price, and any applicable taxes or charges.
5. DELIVERY AND ACCEPTANCE
5.1 Delivery Location: The Seller shall deliver the products to the delivery location specified by the Buyer, as set forth in Exhibit A.
5.2 Delivery Schedule: The Seller shall use commercially reasonable efforts to deliver the products within the agreed-upon timeframe, as specified in Exhibit A.
5.3 Acceptance: Upon delivery, the Buyer shall inspect the products and shall notify the Seller within 5 business days of any discrepancies or defects. Failure to notify the Seller within this timeframe shall constitute acceptance of the products.
6. WARRANTIES AND DISCLAIMERS
6.1 Product Warranty: The Seller warrants that the products shall conform to the description provided and shall be free from defects in material and workmanship for a period of one year from the date of delivery.
6.2 Limitation of Liability: In no event shall the Seller be liable to the Buyer for any indirect, special, incidental, or consequential damages arising out of or in connection with this Agreement, including but not limited to lost profits or loss of business, even if advised of the possibility of such damages.
7. INDEMNIFICATION
7.1 Indemnification: Each Party agrees to indemnify, defend, and hold harmless the other Party, its officers, directors, employees, and agents from and against any and all claims, losses, damages, liabilities, and expenses, including reasonable attorneys' fees, arising out of or in connection with any breach of this Agreement by the indemnifying Party.
8. TERMINATION
8.1 Termination: Either Party may terminate this Agreement upon written notice if the other Party breaches any material provision of this Agreement and fails to cure such breach within 30 days of receipt of written notice.
9. GOVERNING LAW AND JURISDICTION
9.1 Governing Law: This Agreement shall be governed by and construed in accordance with the laws of [Your Company's Jurisdiction], excluding its conflict of law provisions.
9.2 Jurisdiction: Any dispute arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of [Your Company's Jurisdiction].
10. MISCELLANEOUS
10.1 Entire Agreement: This Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, whether written or oral.
10.2 Amendment: This Agreement may only be amended in writing and signed by both Parties.
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the Effective Date first above written.
YOUR COMPANY NAME:
Signature:
Name:
Title:
CLIENT:
Signature:
Name:
Title:
Date:
Exhibit A: Description of Products
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