Product Supply Agreement

Document Sample
Product Supply Agreement Powered By Docstoc
					This Product Supply Agreement is made between a manufacturer and a buyer whereby
the buyer purchases products from the manufacturer for distribution. The buyer agrees
to use its best efforts to promote the sale of the product and the agreement contains
provisions to protect the manufacturer's intellectual property rights in the product. This
document sets forth the material terms and conditions of the agreement including the
purchase price, the term of the agreement, renewal and termination. It contains
numerous standard provisions and may be customized to address the specific needs of
the parties. This should be used by product manufacturers and retailers that want to
sell their products.
                      PRODUCT SUPPLY AGREEMENT
             THIS PRODUCT SUPPLY AGREEMENT (the “Agreement”) is made as of
          rd
the ____3 day of ___________, 201___07 (the “Effective Date”).

B E T W E E N:

                             _______________________________
                                      (the “Supplier”)

                                             - and –

                             _______________________________
                                       (the “Buyer”)

BACKGROUND:

               WHEREAS, the Supplier manufacturers and distributes ___________________
(the “Product”) to buyers; [DESCRIBE ITEMS/PRODUCTS]

              AND WHEREAS, the Buyer is desirous to purchase the Product and to obtain the
Product from the Supplier pursuant to the terms and conditions contained herein.

               IN CONSIDERATION of the premises and the mutual covenants and
agreements contained in this Agreement and other good and valuable consideration (the receipt
and sufficiency of which are hereby acknowledged by each party), the parties hereby covenant
and agree as follows:

INTERPRETATION

1.00           DEFINITIONS

1.1            In this Agreement:

“Business Day” means any day of the week other than a Saturday, Sunday or any statutory or
civic holiday observed in __________________; [PROVIDE LOCATION OR LOCATIONS
OF SUPPLIER AND BUYER]

”Buyer” includes ________________________ [NAME OF BUYER] or any affiliate;

“Default” has the meaning ascribed thereto in Section 5.01;

“Disputes” includes all disputes, controversies, claims, counterclaims or similar matters:



© Copyright 2011 Docstoc Inc.                                                            2
       (a)     that relate to or arise out of or in connection with this Agreement including the
               validity, construction, meaning, performance or effect of this Agreement or the
               rights and liabilities of the parties to this Agreement; or

       (b)     in respect of any defined legal relationship associated with this Agreement or
               derived from it; whether it arises during the term of this Agreement or thereafter;

       (c)     “Governmental Authority” means (i) any court or legislative, executive,
               regulatory or administrative authority or agency of ______________ [PROVIDE
               COUNTRY OF EITHER PARTY, IF NOT AMERICAN]Canada or the
               United States or any province or state thereof and (ii) any federal, provincial,
               state, local, municipal or other political subdivision of ______________
               [PROVIDE COUNTRY OF EITHER PARTY, IF NOT AMERICAN] the
               United States or any province or state thereof; {Instruction: Delete or cross out
               all references to foreign countries/territories, if this agreement is between
               parties entirely within the United States.}

       (d)     “Initial Term” has the meaning set forth in Section 2.01;

       (e)     “Negotiation Period” has the meaning set forth in Section 6.01;

       (f)      “Person” shall be broadly interpreted and includes an individual, body corporate,
               partnership, joint venture, trust, association, unincorporated organization, any
               Governmental Authority or any other entity;

       (g)      “Agreement” means this Product Supply Agreement, the Background and any
               agreement or schedule supplementing or amending this Agreement, as the same
               may be supplemented, amended or restated from time to time; and

       (h)     “Term” has the meaning set forth in Section 2.00; and

1.2            STATUTES

                Unless specified otherwise, reference in this Agreement to a statute refers to that
statute as it may be amended, or to any restated or successor legislation of comparable effect.

1.3            GENDER AND NUMBER

             In this Agreement, words importing the singular include the plural and vice versa,
words importing one gender include all genders and words importing individuals include
persons, firms, bodies corporate, partnerships, joint ventures, associations, trusts and
governments and vice versa.

1.4            HEADINGS


© Copyright 2011 Docstoc Inc
				
DOCUMENT INFO
Description: This Product Supply Agreement is made between a manufacturer and a buyer whereby the buyer purchases products from the manufacturer for distribution. The buyer agrees to use its best efforts to promote the sale of the product and the agreement contains provisions to protect the manufacturer's intellectual property rights in the product. This document sets forth the material terms and conditions of the agreement including the purchase price, the term of the agreement, renewal and termination. It contains numerous standard provisions and may be customized to address the specific needs of the parties. This should be used by product manufacturers and retailers that want to sell their products.
This document is also part of a package Product Development Starter Kit 9 Documents Included