Free Agriculture Offtake Agreement

This Agriculture Offtake Agreement (“Agreement”) is made as of September 23, 2024, by and between:

1. Seller: [Your Company Name]
   [Your Company Address]

   [Your Company Email]

2. Buyer: [Buyer Name]
   [Buyer Address]

   [Buyer Email]

The parties agree to the following terms and conditions concerning the purchase and sale of agricultural products to ensure mutual benefit and sustainability in the agricultural sector.

Article I: Definitions

1.1 Agricultural Products

“Agricultural Products” refers to all crops produced, specifically including but not limited to:

• Grains: Wheat, corn, barley, oats

• Fruits: Apples, oranges, strawberries, blueberries

• Vegetables: Carrots, potatoes, lettuce, spinach

• Livestock: Cattle, pigs, poultry, shee

These products shall be cultivated and harvested in accordance with best practices to ensure quality and sustainability.

1.2 Term

The term of this Agreement shall commence on October 1, 2050, and shall continue until December 31, 2050 (hereinafter referred to as the “Term”). The Agreement may be renewed upon mutual consent of both parties.

Article II: Quantity and Quality

2.1 Quantity

The Seller agrees to supply and the Buyer agrees to purchase a total of [1,000] metric tons of Agricultural Products annually. The quantities may be adjusted as follows:

2.2 Quality

The Agricultural Products supplied under this Agreement shall conform to the following quality standards:

• Standard 1: Products must be of marketable quality, with no more than [5%] defects.

• Standard 2: All fruits and vegetables must be fresh, with a shelf life of at least [Number] days from delivery.

• Standard 3: Livestock shall be healthy and free from any diseases, certified by a licensed veterinarian.

The Seller will conduct regular quality checks and provide the Buyer with reports on the findings.

Article III: Pricing and Payment

3.1 Pricing

The price per metric ton of Agricultural Products shall be determined as follows:

• Base Price: [$300] per metric ton for grains; [$500] per metric ton for fruits and vegetables; [$700] per metric ton for livestock.

• Adjustment Clause: Price adjustments will be made annually based on the Consumer Price Index (CPI) to account for inflation and market fluctuations.

3.2 Payment Terms

Payments shall be made within [30] days from the date of invoice. The payment method will be bank transfer to the account specified by the Seller.

Example Payment Schedule:

• Initial Payment: [20%] upon signing this Agreement to confirm the commitment.

• Subsequent Payments: [80%] upon delivery of Agricultural Products as per the agreed schedule.

Failure to make timely payments may result in late fees or suspension of future deliveries.

Article IV: Delivery Terms

4.1 Delivery Schedule

The Seller shall deliver the Agricultural Products as per the following schedule:

4.2 Delivery Location

Deliveries shall be made to [Buyer Name]'s distribution center located at [Buyer Address]. The parties may agree upon alternative locations in writing.

4.3 Risk of Loss

The risk of loss or damage to the Agricultural Products shall pass to the Buyer upon delivery at the designated location. The Seller shall insure the products during transportation until they are delivered.

Article V: Representations and Warranties

5.1 Seller’s Representations

The Seller represents and warrants that:

• The Agricultural Products are free from any liens or encumbrances.

• The Seller has all necessary rights and licenses to sell the Agricultural Products, ensuring compliance with all local, state, and federal regulations.

• The Agricultural Products comply with all applicable health and safety regulations, including certifications required for organic produce if applicable.

5.2 Buyer’s Representations

The Buyer represents and warrants that:

• The Buyer has the financial capacity to fulfill its obligations under this Agreement and is in good standing in its respective industry.

• The Buyer will comply with all applicable laws and regulations regarding the purchase and distribution of Agricultural Products, including food safety standards.

Article VI: Termination

6.1 Termination for Cause

Either party may terminate this Agreement for cause if the other party fails to perform its obligations and does not cure such failure within [30] days after receiving written notice detailing the breach.

6.2 Termination without Cause

Either party may terminate this Agreement without cause upon [60] days written notice to the other party.

6.3 Effects of Termination

Upon termination of this Agreement, both parties shall return any confidential information and cease any further obligations except for liabilities incurred prior to termination. The Buyer shall pay for all delivered Agricultural Products up to the termination date.

Article VII: Miscellaneous

7.1 Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of California, USA.

7.2 Dispute Resolution

Any disputes arising out of or relating to this Agreement shall be settled through arbitration in accordance with the rules of the American Arbitration Association. The location of the arbitration shall be Cityville, California.

7.3 Confidentiality

Both parties agree to maintain the confidentiality of all proprietary information disclosed during the course of this Agreement. This obligation shall survive the termination of this Agreement.

Signatures

IN WITNESS WHEREOF, the parties have executed this Agriculture Offtake Agreement as of the date first above written.

Seller: [Your Company Name]

Date:                               

Buyer: [Buyer Name]

Date:                               

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