Supplier Letterhead
{{company_name}}
{{company_address}}
Phone: {{phone}}
Email: {{email}}
Website: {{website}}
Product Supply Agreement
This Product Supply Agreement ("Agreement") is made and entered into on this {{day}} day of {{month}}, {{year}} ("Effective Date"), By and Between:
{{supplier_company_name}}, a company duly incorporated under the laws of [Country, e.g., South Africa], with its principal place of business at {{supplier_address}} (hereinafter referred to as "Supplier");
AND
{{buyer_company_name}}, a company duly incorporated under the laws of [Country, e.g., Kenya], with its principal place of business at {{buyer_address}} (hereinafter referred to as "Buyer").
Supplier and Buyer collectively referred to as the “Parties” and individually as a “Party”.
Recitals
WHEREAS, Supplier is in the business of manufacturing/supplying {{type_of_products}} (the "Products");
WHEREAS, Buyer desires to purchase the Products from Supplier, and Supplier desires to sell the Products to Buyer, under the terms and conditions hereinafter set forth.
1. Supply of Products
1.1. Supplier agrees to supply and sell to Buyer, and Buyer agrees to purchase from Supplier, the Products as described in Schedule A (Product Specifications and Quantities) attached hereto and incorporated by reference.
1.2. The quantities and delivery schedules for the Products shall be as set forth in individual purchase orders ("Purchase Orders") issued by Buyer and accepted by Supplier.
2. Price and Payment
2.1. The price for the Products shall be as specified in Schedule B (Pricing Schedule) attached hereto, or as otherwise agreed upon in writing by the Parties for each Purchase Order. All prices are stated in {{currency}}.
2.2. Buyer shall pay Supplier for the Products within {{payment_terms_days}} days from the date of the invoice. Invoices shall be submitted by Supplier upon delivery of the Products.
2.3. Any payments not made by the due date shall bear interest at the rate of {{interest_rate}}% per annum, calculated daily from the due date until the date of actual payment.
3. Delivery and Acceptance
3.1. Supplier shall deliver the Products to Buyer’s designated location at {{delivery_address}} by the delivery dates specified in the accepted Purchase Orders.
3.2. Delivery shall be made in accordance with the Incoterms {{incoterms_version}} rule {{incoterm_rule}} (e.g., EXW, FOB, CIF, DDP).
3.3. Buyer shall inspect the Products upon delivery and notify Supplier of any defects, shortages, or non-conformities within {{inspection_period_days}} days of receipt. Failure to provide such notice shall constitute acceptance of the Products.
4. Warranties and Remedies
4.1. Supplier warrants that the Products delivered hereunder shall conform to the specifications set forth in Schedule A, be free from defects in material and workmanship, and be fit for the purpose for which they are intended.
4.2. Buyer’s sole and exclusive remedy for any breach of warranty shall be, at Supplier's option, to repair or replace the non-conforming Products, or to refund the purchase price for such Products.
5. Term and Termination
5.1. This Agreement shall commence on the Effective Date and shall continue for a period of {{term_years}} years, unless terminated earlier in accordance with the provisions hereof.
5.2. Either Party may terminate this Agreement upon {{notice_period_days}} days’ written notice to the other Party if the other Party materially breaches any provision of this Agreement and fails to cure such breach within {{cure_period_days}} days after receiving written notice thereof.
6. Confidentiality
6.1. Both Parties agree to keep confidential all non-public information obtained from the other Party during the term of this Agreement, including but not limited to pricing, product designs, and business strategies.
6.2. This obligation of confidentiality shall survive the termination of this Agreement for a period of {{confidentiality_period_years}} years.
7. Governing Law and Dispute Resolution
7.1. This Agreement shall be governed by and construed in accordance with the laws of [Country, e.g., Nigeria], without regard to its conflict of laws principles.
7.2. Any dispute, controversy, or claim arising out of or relating to this Agreement, or the breach, termination, or invalidity thereof, shall be settled by arbitration in accordance with the rules of the [Name of Arbitration Institution, e.g., Arbitration Foundation of Southern Africa (AFSA)] in [City, Country, e.g., Johannesburg, South Africa]. The language of the arbitration shall be English.
8. Entire Agreement
This Agreement, including all attached schedules, 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, relating to such subject matter.
Signature Block
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date first written above.
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Supplier’s Authorized Signature
Name: {{supplier_signer_name}}
Title: {{supplier_signer_title}}
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Buyer’s Authorized Signature
Name: {{buyer_signer_name}}
Title: {{buyer_signer_title}}
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