Miscellaneous Fasteners Form

MISCELLANEOUS FASTENERS AGREEMENT

This Miscellaneous Fasteners Agreement (the Agreement) is entered into as of by and between Supplier Name: and Purchaser Name: .

RECITALS

WHEREAS, Supplier is engaged in the business of manufacturing, supplying and selling miscellaneous fasteners, including but not limited to bolts, nuts, washers, rivets and specialty fastening components, and represents that it has the expertise and capacity to deliver such items in accordance with the terms of this Agreement;

WHEREAS, Purchaser desires to purchase and obtain delivery of the fasteners described herein for use in Purchaser's operations, and Supplier desires to supply such fasteners under the terms and conditions set forth in this Agreement; and

WHEREAS, the parties wish to set forth the scope, pricing, delivery, inspection, payment and confidentiality obligations applicable to the supply of miscellaneous fasteners.

SCOPE OF WORK

The Supplier shall supply the fasteners specified below in accordance with the part numbers, quantities, and delivery schedule set forth. Supplier shall package items to prevent damage in transit and shall comply with any material, finish and tolerance specifications identified by Purchaser.

Total Contract Price: $

PAYMENT TERMS

Purchaser shall pay Supplier the Total Contract Price in accordance with the payment schedule selected below. All payments shall be made in United States Dollars unless otherwise agreed in writing.

Net 30 days    Net 45 days    Net 60 days    Other:

Any undisputed amount not paid when due shall bear interest at the lesser of 1.5% per month or the maximum rate permitted by law, plus all reasonable collection costs and attorneys' fees incurred by Supplier. Late fee percentage: % per month.

DELIVERY, INSPECTION AND ACCEPTANCE

Delivery terms shall be as set forth on each purchase order. Supplier shall notify Purchaser of anticipated shipment dates. Purchaser shall have the right to inspect delivered goods within days of delivery. Nonconforming goods may be rejected and returned at Supplier's expense; Supplier shall, at Purchaser's option, replace nonconforming goods or issue a credit.

TERM AND TERMINATION

Term Commencement Date:    Term Expiration Date:

Either party may terminate this Agreement for convenience upon days' written notice to the other party. In addition, either party may terminate for cause if the other party materially breaches this Agreement and fails to cure such breach within days after written notice of such breach.

CONFIDENTIALITY

Each party shall treat as confidential all nonpublic business, technical and financial information disclosed by the other party in connection with this Agreement and shall not disclose such information to third parties except as necessary to perform obligations hereunder or as required by law. The obligations set forth in this paragraph shall survive termination of this Agreement for a period of years.

WARRANTIES; LIMITATION OF LIABILITY

Supplier warrants that the fasteners supplied under this Agreement will conform to the specifications set forth and will be free from defects in material and workmanship for a period of months from the date of delivery. THIS WARRANTY IS THE SOLE AND EXCLUSIVE WARRANTY AND IS IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR CONSEQUENTIAL, SPECIAL, INCIDENTAL OR PUNITIVE DAMAGES ARISING OUT OF THIS AGREEMENT, AND THE AGGREGATE LIABILITY OF EITHER PARTY SHALL BE LIMITED TO DIRECT DAMAGES NOT TO EXCEED THE TOTAL AMOUNTS PAID OR PAYABLE TO SUPPLIER UNDER THIS AGREEMENT DURING THE SIX (6) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.

GOVERNING LAW; DISPUTE RESOLUTION

This Agreement shall be governed by and construed in accordance with the laws of the state of without regard to conflicts of law principles. Any dispute arising out of or relating to this Agreement shall be resolved by binding arbitration in accordance with commercial arbitration rules mutually agreed by the parties.

ENTIRE AGREEMENT; AMENDMENT

This Agreement, including any purchase orders expressly incorporated by reference, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral. Any amendment or modification of this Agreement must be in writing and signed by authorized representatives of both parties.

NOTICES

AUTHORITY AND CERTIFICATION

Each party represents and warrants that the person signing below is duly authorized to execute and deliver this Agreement on behalf of such party and to bind such party to the terms and conditions herein.

Sign Now