Free Agriculture Commodity Sales Agreement

I. Introduction

A. Parties

This Agriculture Commodity Sales Agreement (the "Agreement") is made and entered into as of [Date] (the "Effective Date") by and between:

• [Your Company Name], a corporation organized and existing under the laws of [State], with its principal place of business located at [Your Company Address] ("Seller").

• [Your Partner Company Name], a corporation organized and existing under the laws of [State], with its principal place of business located at [Your Partner Company Address] ("Buyer").

B. Recitals

1. WHEREAS, Seller is engaged in the business of producing and selling agricultural commodities;

2. WHEREAS, Buyer is engaged in the business of purchasing agricultural commodities for resale and distribution;

3. WHEREAS, Buyer desires to purchase, and Seller desires to sell, certain agricultural commodities as described herein, subject to the terms and conditions set forth in this Agreement.

II. Definitions

A. "Commodity" means the agricultural product(s) specified in Section III of this Agreement.

B. "Delivery Date" means the date(s) on which the Commodity is to be delivered by Seller to Buyer, as specified in Section III of this Agreement.

C. "Delivery Location" means the location where the Commodity is to be delivered, as specified in Section III of this Agreement.

D. "Purchase Price" means the price to be paid by Buyer to Seller for the Commodity, as specified in Section IV of this Agreement.

III. Commodity Details

A. Description of Commodity

1. Type: corn, wheat, soybeans

2. Quantity: 100 metric tons

3. Quality Specifications:

• Moisture Content: The Commodity shall have a maximum moisture content of 14%.

• Grade: The Commodity shall meet the USDA No. 2 grade standard.

• Foreign Material: The Commodity shall contain no more than 2% foreign material.

• Protein Content: The Commodity shall have a minimum protein content of 12%.

B. Delivery

1. Delivery Date: August 23, 3050

2. Delivery Location: [Buyer Warehouse Address]

IV. Purchase Price and Payment Terms

A. Purchase Price

The Purchase Price for the Commodity shall be $550 per metric ton.

B. Payment Terms

1. Buyer shall pay the Purchase Price to Seller within [number] days following the Delivery Date.

2. Payment shall be made via wire transfer to the following account:

   • Account Name: [Your Company Name]

   • Bank Name: [Bank Name]

   • Account Number: [Account Number]

   • Routing Number: [Routing Number]

V. Warranties and Representations

A. Seller's Warranties

1. Seller warrants that the Commodity delivered under this Agreement shall conform to the specifications set forth in Section III.A.3.

2. Seller warrants that it has good and marketable title to the Commodity, free and clear of any liens or encumbrances.

B. Buyer's Warranties

1. Buyer warrants that it has the authority to enter into this Agreement and to perform its obligations hereunder.

2. Buyer warrants that it will pay the Purchase Price in accordance with the terms set forth in Section IV.B.

VI. Risk of Loss

A. Transfer of Risk

The risk of loss or damage to the Commodity shall pass from Seller to Buyer upon delivery at the Delivery Location specified in Section III.B.2.

VII. Inspection and Acceptance

A. Inspection

1. Buyer shall have the right to inspect the Commodity upon delivery to ensure it conforms to the specifications set forth in Section III.A.3.

B. Acceptance

1. If Buyer determines that the Commodity does not conform to the specifications, Buyer shall notify Seller within 7 days of delivery.

2. If Seller does not receive notice of rejection within the specified period, the Commodity shall be deemed accepted by Buyer.

VIII. Force Majeure

A. Definition

Neither party shall be liable for any failure to perform its obligations under this Agreement if such failure is caused by events beyond its reasonable control, including but not limited to acts of God, war, natural disasters, and government regulations.

B. Notification

The affected party shall notify the other party as soon as practicable of any event of force majeure.

IX. Termination

A. Termination for Cause

Either party may terminate this Agreement if the other party breaches any material term of this Agreement and fails to cure such breach within 30 days after receiving written notice thereof.

B. Termination Without Cause

Either party may terminate this Agreement without cause by providing [number] days’ written notice to the other party.

X. Miscellaneous

A. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of [State].

B. Entire Agreement

This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements, understandings, and negotiations, whether written or oral, relating to the subject matter hereof.

C. Amendments

Any amendment or modification of this Agreement must be in writing and signed by both parties.

D. Notices

All notices required or permitted under this Agreement shall be in writing and shall be deemed given when delivered personally, sent by certified or registered mail, return receipt requested, or by a nationally recognized courier service, to the addresses specified above.

E. Severability

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue to be valid and enforceable.

F. Counterparts

This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

IN WITNESS WHEREOF, the parties hereto have executed this Agriculture Commodity Sales Agreement as of the Effective Date.

[Your Company Name]

[Your Name]

[Your Title]

[Your Email]

[Your Partner Company Name]

[Partner's Name]

[Partner's Title]

[Partner's Email]

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