Free Wholesale Supply Agreement Design

1. Introduction

This Wholesale Supply Agreement ("Agreement") is made and entered into as of the [Effective Date], by and between [Supplier Name], with its principal place of business at [Supplier Address] ("Supplier"), and [Buyer Name], with its principal place of business at [Buyer Address] ("Buyer").

2. Purpose

The purpose of this Agreement is to establish the terms and conditions under which Supplier will provide wholesale goods to Buyer for resale or distribution.

2.1 Scope of Goods

The Supplier agrees to supply the following goods to the Buyer: [Description of Goods]

3. Term and Termination

This Agreement shall commence on the Effective Date and shall continue until terminated by either party with a [Notice Period] written notice.

3.1 Termination for Cause

Either party may terminate this Agreement with immediate effect upon written notice if the other party breaches any material term of this Agreement and fails to cure such breach within [Cure Period] days after receipt of notice of the breach.

4. Pricing and Payment Terms

The pricing for the goods shall be in accordance with the price list attached as Schedule 1. Buyer shall pay invoices within [Payment Terms] days of receipt.

4.1 Taxes

All prices are exclusive of applicable taxes, which will be the responsibility of Buyer.

5. Delivery and Acceptance

Supplier shall deliver the goods FOB [Delivery Location] within [Lead Time]. Buyer shall inspect the goods within [Inspection Period] days of receipt and notify Supplier of any discrepancies.

5.1 Risk of Loss

The risk of loss or damage to the goods shall pass to Buyer upon delivery.

6. Warranties

Supplier warrants that the goods shall conform to the specifications outlined in Schedule 2 and be free from defects in material and workmanship for a period of [Warranty Period] from the date of delivery.

7. Limitation of Liability

Except as expressly provided in this Agreement, Supplier shall not be liable for any indirect, incidental, consequential, or punitive damages, regardless of the form of action, whether in contract or tort, including negligence, even if Supplier has been advised of the possibility of such damages.

8. Confidentiality

Both parties agree to keep confidential and not disclose to any third-party any business, technical or proprietary information received from the other party in connection with the performance of this Agreement, except as required by law or with the prior written consent of the other party.

9. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the [State/Country], without regard to its conflicts of law principles.

10. Entire Agreement

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements or understandings.

11. Signatures

IN WITNESS WHEREOF, the parties hereto have executed this Wholesale Supply Agreement as of the date first above written.

[Your Name]

[Your Company Name]

[Date]

Lester Nolan

SurePlus

[Date]

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