Company Letterhead
{{company_name}}
{{company_address}}
Phone: {{phone}}
Email: {{email}}
Website: {{website}}
Dropshipping Agreement
This Dropshipping Agreement ('Agreement') is entered into on this {{date}} day of {{month}}, {{year}}, by and between:
**Supplier:** {{supplier_company_name}}, a company duly registered under the laws of {{supplier_jurisdiction}}, with its principal place of business at {{supplier_address}} (hereinafter referred to as 'Supplier').
AND
**Dropshipper:** {{dropshipper_company_name}}, a company duly registered under the laws of {{dropshipper_jurisdiction}}, with its principal place of business at {{dropshipper_address}} (hereinafter referred to as 'Dropshipper').
Hereinafter collectively referred to as 'Parties' and individually as 'Party'.
1. Purpose of Agreement
The Supplier desires to make certain products available for sale by the Dropshipper through its online platforms, and the Dropshipper desires to market and sell such products without holding inventory, with the Supplier being responsible for direct shipment to the end customer. This Agreement sets forth the terms and conditions governing this dropshipping arrangement.
2. Product Orders and Fulfilment
2.1. The Dropshipper shall place orders with the Supplier for products selected from the Supplier's available inventory via {{order_placement_method}}.
2.2. Upon receipt of an order from the Dropshipper, the Supplier shall pick, pack, and ship the ordered products directly to the end customer's address provided by the Dropshipper.
2.3. The Supplier agrees to ship all orders within {{number_of_days}} business days of receiving a confirmed order and payment from the Dropshipper.
2.4. Shipping fees shall be calculated as per {{shipping_fee_agreement}} and will be borne by {{shipping_fee_payer}}.
2.5. The Supplier shall provide tracking information for all shipped orders to the Dropshipper within {{tracking_information_days}} of shipment.
3. Pricing and Payment
3.1. The Dropshipper shall purchase products from the Supplier at the wholesale price agreed upon and stipulated in {{price_list_document}}.
3.2. The Dropshipper shall determine its own retail prices for the products, ensuring they remain competitive.
3.3. Payment for products shall be made by the Dropshipper to the Supplier via {{payment_method}} within {{payment_terms_days}} days of invoicing.
3.4. All prices are exclusive of any applicable taxes, duties, or other governmental charges, which shall be borne by the {{tax_bearer}}.
4. Returns and Refunds
4.1. The Dropshipper shall manage all customer returns and refund requests in accordance with its own return policy, which must be consistent with the Supplier's return policy outlined in {{supplier_return_policy_document}}.
4.2. In the event of a product defect or damage during shipping, the Supplier agrees to {{supplier_return_handling_procedure_for_defects}}.
4.3. The Dropshipper shall notify the Supplier of any returns within {{notification_days}} of receipt by the customer.
5. Intellectual Property
5.1. The Supplier grants the Dropshipper a non-exclusive, non-transferable license to use the Supplier's product images, descriptions, and branding for the sole purpose of marketing and selling the products under this Agreement.
5.2. The Dropshipper agrees not to modify or alter the Supplier's intellectual property without prior written consent.
5.3. All intellectual property rights related to the products remain the sole property of the Supplier.
6. Termination
6.1. Either Party may terminate this Agreement by providing {{notice_period_days}} days' written notice to the other Party.
6.2. This Agreement may be terminated with immediate effect by either Party if the other Party commits a material breach of this Agreement and fails to remedy such breach within {{cure_period_days}} days of receiving written notice.
6.3. Upon termination, all outstanding payments shall become immediately due and payable.
7. Confidentiality
Both Parties agree to keep confidential all non-public information obtained during the course of this Agreement, including but not limited to pricing, customer lists, and business strategies.
8. Governing Law and Dispute Resolution
8.1. This Agreement shall be governed by and construed in accordance with the laws of {{governing_country}}.
8.2. Any disputes arising out of or in connection with this Agreement shall first be attempted to be resolved through good faith negotiations. If a resolution cannot be reached, the dispute shall be submitted to arbitration in {{arbitration_city}}, {{arbitration_country}}, in accordance with the rules of {{arbitration_institution}}.
9. Entire Agreement
This Agreement constitutes the entire agreement between the Parties and supersedes all prior discussions, negotiations, and agreements, whether oral or written, relating to the subject matter hereof.
Signature Block
IN WITNESS WHEREOF, the Parties have executed this Agreement on the date first above written.
______________________________
Supplier's Authorized Signatory
Name: {{supplier_signatory_name}}
Title: {{supplier_signatory_title}}
______________________________
Dropshipper's Authorized Signatory
Name: {{dropshipper_signatory_name}}
Title: {{dropshipper_signatory_title}}
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