This Product Delivery Agreement is made between a company and a supplier for the
sale and delivery of products. This agreement sets forth the material terms and
conditions including the base price of the product, the number of products to be
delivered, product quality standards, and the delivery schedule. It contains numerous
standard clauses and may be customized to address the specific needs of the parties.
This document should be used by a company and supplier to ensure successful and
timely delivery of products.
PRODUCT DELIVERY AGREEMENT
THIS PRODUCT DELIVERY AGREEMENT is made and entered into this ____ day of
_______________, 20 _____, by and between _____________________, hereinafter referred to
as the COMPANY, and _________________________________________________,
hereinafter referred to as SUPPLIER
WHEREAS, COMPANY is organized for the purposes of _____________________;
[Comment: insert description of business] and,
WHEREAS, COMPANY, in order to ________________________________________
[Comment: insert purpose], must ensure the availability of _______________________
(“Product”) for processing on a yearly basis; and,
WHEREAS, the SUPPLIER is in the business of ______________________ [Comment: insert
description of business] and ensures the COMPANY has sufficient Products for processing.
NOW, THEREFORE, in consideration of the above the parties agree as follows:
1. Definitions
Processing Year: means a ____ month period commencing ______ of each year and ending on
______ the following year.
Market Value/Base Price: _______________________________ [Comment: describe how
market value and/or base price of COMPANY Product will be determined.]
2. Sale and Delivery of COMPANY Product.
The SUPPLIER hereby agrees to sell and deliver to the COMPANY, at a facility acceptable to
and designated by the COMPANY, ___________ number of Products during each processing
year of this Agreement in accordance with delivery schedule annexed hereto as “Schedule1”.
The first processing year of this Agreement shall commence on _______________________.
3. Product Quality Standards.
All Products to be sold and delivered by the SUPPLIER to the COMPANY shall adhere to
commercially acceptable standard as graded by a qualified employee and in accordance with
___________________ [Comment: describe standards for COMPANY Product here]. If the
Products that are delivered to the COMPANY do not meet with the COMPANY's standards of
quality, the COMPANY may:
A. Reject the Product delivered by SUPPLIER. In such an event SUPPLIER shall bear all
costs relating to the rejection and return of said Product to SUPPLIER; or,
B. Accept the Product with appropriate deductions and allowances made and charged
against SUPPLIER because of the inferior grade, quality or condition of the Product at
delivery.
4. Risk of Loss.
SUPPLIER agrees that the risk of loss for the Product to be sold and delivered to the
COMPANY shall remain with the SUPPLIER until delivery of the Product is accepted by the
COMPANY.
5. Purchase Price.
The COMPANY agrees that it will pay to the SUPPLIER for Product delivered to and accepted
by the COMPANY (subject to discounts) the following:
A. The Product base price within ____ days of delivery and acceptance of the Product by the
COMPANY; and
B. b. In the event that the market value of the Product delivered by the SUPPLIER is greater
than the Product base price paid to the SUPPLIER, the difference shall be paid to the
SUPPLIER at the discretion of the Board.
C. Along with the Purchase Price the COMPANY shall also pay the SUPPLIER freight and
transportation charges in such amounts and at such times as determined by the
COMPANY. The COMPANY the SUPPLIER those charges for Product actually
delivered by or at the request of the SUPPLIER during a processing year. SUPPLIER
shall not be entitled to this payment if the SUPPLIER fails to deliver the requisite number
of Products to the COMPANY, notwithstanding the COMPANY's election to purchase
substitute Products in SUPPLIER's name as provided for hereafter.
6. Failure to Deliver Product.
Should the SUPPLIER fail to deliver the requisite number of Products to the COMPANY in
accordance with the delivery schedule prepared for the SUPPLIER by the COMPANY, such a
failure shall be considered as a default of this Agreement and the COMPANY shall have the
following rights and remedies:
A. Act as SUPPLIER's agent for the purpose of obtaining the number of Products stated
herein in the name of SUPPLIER and charge to SUPPLIER all expenses, including, but
not limited to, the price of the Product, shipping, and all incidental costs in obtaining and
delivering the Product to the COMPANY.
B. Terminate SUPPLIER's relationship with the COMPANY.
C. Obtain from a court of competent jurisdiction a mandatory injunction or decree of