供货方英语合同范本

供货方英语合同范本
Contract No. [______)
This SUPPLIER AGREEMENT (the "Agreement") is made and entered into as of [Date], and between:
[Supplier's Name], a pany organized and existing under the laws of [Country/State], having its principal place of business at [Supplier's Address] (hereinafter referred to as the "Supplier"), and
[Buyer's Name], a pany organized and existing under the laws of [Country/State], having its principal place of business at [Buyer's Address] (hereinafter referred to as the "Buyer").
WHEREAS, the Supplier is engaged in the manufacture and supply of [Description of Goods] (hereinafter referred to as "Goods");
WHEREAS, the Buyer desires to purchase the Goods from the Supplier;
NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth herein, the parties hereto agree as follows:
1. Recitals
The recitals set forth above are incorporated into and made a part of this Agreement.
2. Definitions
2.1 "Agreement" means this SUPPLIER AGREEMENT, including any exhibits, schedules, and appendices attached hereto.
2.2 "Buyer" means [Buyer's Name], as identified above.
2.3 "Goods" means the products and items specified in Exhibit A attached hereto.
2.4 "Supplier" means [Supplier's Name], as identified above.
3. Order and Delivery
3.1 Orders. The Buyer shall place orders for the Goods with the Supplier issuing a purchase order in writing. Each purchase order shall specify the type, quantity, and delivery date of the Goods to be supplied.
3.2 Delivery. The Supplier shall deliver the Goods to the Buyer at the location specified in the purchase order, on or before the delivery date specified therein. The Supplier shall use reasonable efforts to meet the delivery dates specified in the purchase order, but the Supplier shall not be liable for any delays caused unforeseeable circumstances beyond its control.
4. Price and Payment Terms
4.1 Price. The price for the Goods shall be as specified in Exhibit B attached hereto. The price is inclusive of all applicable taxes, duties, and charges, unless otherwise specified.
4.2 Payment Terms. The Buyer shall make payment for the Goods within [Number] days from the date of the Supplier's invoice. Payment shall be made in [Currency], wire transfer or any other method mutually agreed upon the parties.
5. Quality and Inspection
5.1 Quality. The Supplier warrants that the Goods supplied under this Agreement shall conform to the specifications and standards set forth in Exhibit
C attached hereto.
5.2 Inspection. The Buyer shall have the right to inspect the Goods upon delivery. If the Goods do not conform to the specifications and standards set forth in Exhibit C, the Buyer may, at its sole discretion, reject the Goods and require the Supplier to replace the non-conforming Goods or refund the purchase price pd for such Goods.
6. Intellectual Property Rights
6.1 Ownership. The Supplier retns all ownership rights, , and interest in and to the Goods, including all intellectual property rights associated therewith.
6.2 License. The Supplier grants to the Buyer a non-exclusive, worldwide, and royalty-free license to use the intellectual property rights associated with the Goods solely for the purpose of selling and distributing the Goods.
7. Confidentiality
7.1 Obligations. Each party agrees to mntn the confidentiality of the other party's Confidential Information (as defined below) and not to use or disclose such Confidential Information except as permitted under this Agreement.
7.2 Definition. "Confidential Information" means any information, whether written, oral, or electronic, disclosed a party to the other party, which is marked as confidential or which a reasonable person would understand to be confidential.
8. Term and Termination
8.1 Term. This Agreement shall be effective from the date hereof and shall continue in effect until terminated either party in accordance with the provisions of this Agreement.
8.2 Termination. Either party may terminate this Agreement upon [Number] days' prior written notice to the other party.
9. Governing Law and Dispute Resolution
9.1 Governing Law. This Agreement shall be governed and construed in accordance with the laws of [Country/State].
9.2 Dispute Resolution. Any disputes arising out of or in connection with this Agreement shall be resolved through friendly negotiations between the parties. If such negotiations fl, the disputes shall be submitted to binding arbitration in accordance with the rules of the [Arbitration Institution].
10. Miscellaneous
10.1 Entire Agreement. This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements, negotiations, and understandings, whether written or oral, relating to the subject matter hereof.
10.2 Amendments. This Agreement may be amended, modified, or supplemented only a written instrument executed both parties.
10.3 Notices. All notices, requests, demands, and other munications under this Agreement shall be in writing and shall be deemed to have been duly given on the date of service if served personally on the party to whom notice is to be given, or on the third day after ing if ed to the party to whom notice is to be given, first class , registered or certified, postage prepd, and properly addressed as follows:
To the Supplier:
[Supplier's Name]
[Supplier's Address]
To the Buyer:
[Buyer's Name]
[Buyer's Address]
10.4 Wver. No wver of any breach of any provision of this Agreement shall be deemed a wver of any subsequent breach of the same or any other provision.
10.5 Binding Effect. This Agreement shall be binding upon and inure to the benefit of the parties and their respective successors and assigns.
IN WITNESS WHEREOF, the parties have executed this SUPPLIER AGREEMENT as of the date first above written.
[Supplier's Name] [Buyer's Name]
By: _______________________________ By: _______________________________
Name: _____________________________ Name: _____________________________
Title: _____________________________ Title: _____________________________
Date: _____________________________ Date: _____________________________。