样品测试英文合同范本

样品测试英文合同范本
THIS SAMPLE TESTING AGREEMENT (the "Agreement") is made and entered into as of [Insert Date], by and between [Insert Client Name], a [Insert Client Jurisdiction] corporation with a principal place of business at [Insert Client Address] ("Client"), and [Insert Supplier Name], a [Insert Supplier Jurisdiction] corporation with a principal place of business at [Insert Supplier Address] ("Supplier").
WHEREAS, Client desires to test certain samples provided by Supplier for the purpose of evaluating the quality and suitability of the products for potential future business transactions; and
WHEREAS, Supplier is willing to provide such samples to
Client on the terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:
1. Samples Provided: Supplier shall provide to Client [Insert Quantity] of the following samples: [Insert Description of Samples]. The samples shall be delivered to Client at the address specified by Client.
2. Confidentiality: Client acknowledges that the samples and
any related information provided by Supplier are confidential and proprietary to Supplier. Client agrees to maintain the confidentiality of the samples and any related information and to use such information solely for the purpose of testing and evaluating the samples as provided herein.
3. Testing and Evaluation: Client shall conduct tests and evaluations of the samples in accordance with its standard procedures. Client shall provide Supplier with a written report of its findings within [Insert Time Frame] after receipt of the samples.
4. Return of Samples: Upon completion of the testing and evaluation, Client shall return the samples to Supplier at Client's expense, unless otherwise agreed upon in writing.
5. No Obligation to Purchase: The provision of samples does not create any obligation on the part of Client to purchase any products from Supplier.
6. Intellectual Property: Supplier retains all right, title, and interest in and to any intellectual property embodied in the samples. Client shall not acquire any rights in such intellectual property by virtue of this Agreement.
7. Warranty Disclaimer: THE SAMPLES ARE PROVIDED "AS IS" AND SUPPLIER DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
8. Limitation of Liability: IN NO EVENT SHALL SUPPLIER BE
LIABLE TO CLIENT FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE SAMPLES OR THIS AGREEMENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
9. Term and Termination: This Agreement shall commence on the date hereof and shall continue until terminated by either
party upon [Insert Number of Days] days' written notice. Termination shall not affect any rights or obligations which have accrued prior to termination.
10. Governing Law and Jurisdiction: This Agreement shall be governed by and construed in accordance with the laws of [Insert Governing Law Jurisdiction], without regard to its conflict of laws provisions. Any disputes arising out of or
in connection with this Agreement shall be resolved by the courts located in [Insert Jurisdiction].
11. 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.
12. Amendments: This Agreement may be amended only by a
written instrument executed by both parties.
13. Notices: All notices or communications required or permitted hereunder shall be in writing and shall be deemed given when delivered personally or by overnight courier service, or three (3) days after being sent by certified mail, postage prepaid, return receipt requested, to the respective
addresses of the parties listed above, or at such other address as either party may designate in writing in accordance with this provision.
14. 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 have executed this Agreement as of the date first above written.
[Insert Client Name]: [Insert Client Signature]
[Insert Supplier Name]: [Insert Supplier Signature]。