Military Consignment Agreement

MILITARY CONSIGNMENT AGREEMENT

This Military Consignment Agreement ("Agreement") is made and entered into as of Effective Date: by and between the parties identified below.

Parties

WHEREAS

WHEREAS, Consignor owns or has lawful custody and authority to consign certain military or defense-related property, equipment, components and accessories (collectively, "Items") identified in this Agreement and desires to consign such Items to Consignee for the purposes of storage, safekeeping, refurbishment, sale, or transfer as set forth herein; and

WHEREAS, Consignee is duly authorized to receive, hold, market and, subject to the terms of this Agreement and applicable law, sell or otherwise transfer such Items on consignment, and represents that it maintains facilities, security, recordkeeping and insurance consistent with handling military materiel; and

WHEREAS, the parties desire to set forth their respective rights and obligations with respect to the consignment, custody, disposition and financial terms applicable to the Items.

Scope of Work

Consignee shall accept, store, secure, handle, market, and, if elected by Consignor in writing, prepare Items for sale or transfer in accordance with the instructions of Consignor and the terms of this Agreement. The specific services to be provided by Consignee are described below and in any item-specific schedules attached hereto.

Consigned Items (Inventory)

The initial inventory of Items consigned under this Agreement shall be set forth below. Each line shall describe the Item, manufacturer/model, serial number, quantity, condition, and estimated value. Additional inventory may be added by written schedule executed by both parties.

1. Description:   Serial/ID:   Qty:   Condition:   Est. Value:

2. Description:   Serial/ID:   Qty:   Condition:   Est. Value:

3. Description:   Serial/ID:   Qty:   Condition:   Est. Value:

Additional items may be appended by written schedule executed by both parties and such schedule will become part of this Agreement.

Payment Terms

Consignee shall remit proceeds to Consignor after sale or transfer of any Item, less Consignee's agreed commission, fees and reimbursable expenses as set forth below.

All payments shall be made in United States dollars unless otherwise agreed in writing. Consignee shall provide an itemized statement of gross proceeds, deductions and net amount due at each remittance.

Term and Termination

This Agreement shall commence on Start Date: and shall continue until End Date: unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement for material breach by the other party if such breach is not cured within the notice period set forth above. Upon termination, Consignee shall, at Consignor's direction and at Consignor's cost unless otherwise agreed, return or transfer remaining Items in its custody within a commercially reasonable period.

Confidentiality

Each party shall maintain as confidential all non-public information received from the other party in connection with this Agreement, including but not limited to pricing, technical data, customer lists, provenance documentation, disposition plans and security measures. Confidential information shall not be disclosed except as required by law or as necessary to perform obligations under this Agreement, and then only to those employees, agents or subcontractors who have a need to know and who are bound by confidentiality obligations no less protective than those in this Agreement.

Insurance; Indemnity; Compliance

Consignee shall maintain insurance coverage sufficient to protect the Items while in its custody, including but not limited to all-risk property insurance and, where applicable, liability coverage. Consignor represents that it has the legal right to consign the Items and that any Items consigned are not subject to liens or restrictions that would prevent their sale or transfer. Each party shall indemnify, defend and hold harmless the other for claims arising from the indemnifying party's negligence, willful misconduct or breach of this Agreement. Both parties shall comply with all applicable laws and regulations governing the possession, transfer, sale and export of military or defense-related items.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to its conflict of laws principles.

Entire Agreement

This Agreement, together with any schedules or written amendments signed by both parties, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous oral or written agreements, representations and understandings. No modification of this Agreement shall be effective unless in writing and signed by both parties.

Notices

Notices under this Agreement shall be in writing and delivered to the addresses provided above by hand, certified mail, courier, or other reliable delivery service and shall be effective upon receipt.

Representations and Warranties

Each party represents and warrants that it has the full corporate or legal authority to enter into this Agreement and to perform its obligations hereunder. Consignor warrants that the Items consigned are as described in any inventory schedule and that Consignor will notify Consignee promptly of any title defects, liens, or restrictions affecting any Item.

Sign Now