Purchase Agreement Request

PURCHASE AGREEMENT REQUEST

This Purchase Agreement Request (the "Request") is entered into as of by and between Requestor Name: and Supplier Name: .

WHEREAS

WHEREAS, Requestor desires to procure certain goods and/or services described in this Request and Supplier has represented that it has the capability to furnish such goods and/or services in accordance with the terms set forth herein;

WHEREAS, the parties intend that this Request will set forth the material terms and conditions for the supply of such goods and/or services and will, upon execution by both parties, constitute a binding agreement for the items specifically described in the Scope of Work below; and

WHEREAS, the parties acknowledge that a formal purchase agreement or purchase order referencing this Request may subsequently be issued to document additional administrative details and confirmations.

PURCHASE REQUEST DETAILS

SCOPE OF WORK

Supplier shall supply, deliver, and, where applicable, install the goods and/or perform the services in accordance with the specifications and schedule set forth below. The Scope of Work shall include all labor, materials, equipment, supervision, testing and delivery necessary for completion in a professional and workmanlike manner.

PAYMENT TERMS

Total Contract Price: $

Late Payment: Any undisputed invoiced amount not paid within days of the invoice due date shall accrue interest at the rate of , or the maximum rate permitted by law, whichever is less.

TERM AND TERMINATION

Term Commencement Date: . Term Expiration Date: .

Either party may terminate this Request for material breach by the other party if the breaching party fails to cure such breach within days after receipt of written notice. Additionally, either party may terminate for convenience upon days' prior written notice to the other party; provided that Supplier shall be entitled to payment for all goods delivered and services performed through the effective date of termination and reasonable demobilization costs where applicable.

CONFIDENTIALITY

Each party (the "Receiving Party") shall hold in strict confidence all non-public information provided by the other party (the "Disclosing Party") that is designated confidential or would reasonably be understood to be confidential given the nature of the information and the circumstances of disclosure ("Confidential Information"). The Receiving Party shall not disclose Confidential Information to any third party except to its employees, contractors or advisors on a need-to-know basis and who are bound by confidentiality obligations no less protective than those set forth herein. Confidential Information shall not include information that (a) is or becomes generally available to the public other than as a result of a breach of this provision, (b) was rightfully in the Receiving Party's possession prior to disclosure by the Disclosing Party, or (c) is independently developed by the Receiving Party without use of Confidential Information.

Upon expiration or termination of this Request, each party will return or destroy the other party's Confidential Information, except to the extent retention is required by applicable law or reasonable business recordkeeping practices.

GOVERNING LAW

This Request shall be governed by and construed in accordance with the laws of the State of without regard to its conflicts of law principles. Any dispute arising out of or relating to this Request shall be resolved in the state or federal courts located in the county of the governing state unless the parties agree otherwise in writing.

ENTIRE AGREEMENT; AMENDMENT

This Request, together with any attachments, exhibits and incorporated purchase orders, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous proposals, negotiations and representations, whether written or oral. This Request may be amended or modified only by a written instrument executed by authorized representatives of both parties.

ADDITIONAL PROVISIONS

Independent Contractor: Supplier is an independent contractor and nothing in this Request shall be construed to create an employer-employee, partnership, joint venture or agency relationship between the parties.

Insurance and Compliance: Supplier shall maintain insurance and comply with laws and regulations as required under any resulting purchase agreement, and shall provide certificates of insurance upon request.

Remedies: Except as otherwise provided in this Request, the remedies provided herein are cumulative and in addition to any other remedies available at law or in equity.

Sign Now