VENDOR AGREEMENT
Starter template — review and adapt before use
This Vendor Agreement ("Agreement") is made on the date of the last signature below (the "Effective Date") between the Company and the Vendor named below, for the supply of the goods or services described below.
1. The Parties
Company Name:
Company Address:
Vendor Name:
Vendor Address:
Vendor Tax Registration Number (GSTIN, EIN or equivalent):
2. Goods or Services
Description of Goods or Services:
Quantity, Specifications or Service Levels:
Delivery or Start Date, and Place:
3. Price and Payment
Price (with currency, and whether taxes are included):
Invoicing Frequency:
The Company will pay undisputed invoices within _____ (fill in) days of receiving a correct invoice. The Vendor will state taxes separately on each invoice. Any amount the Company disputes in good faith will be raised within the payment period, and the rest paid on time.
4. Delivery and Acceptance
The Company will inspect what is delivered within _____ (fill in) days. If it does not match this Agreement, the Company may reject it, and the Vendor will repair or replace it promptly at its own cost, or refund the price.
5. Vendor Promises
The Vendor promises that it has the right to supply the goods or services, that they will match the description above and be of good quality, that it will perform with proper skill and care, and that it will follow all laws that apply to it, including laws on bribery, labor and data protection.
6. Confidentiality and Data
Each party will keep the other's non-public information confidential and use it only for this Agreement. If the Vendor handles personal data for the Company, it will do so only on the Company's instructions, keep it secure, and tell the Company promptly about any breach.
7. Responsibility
The Vendor will compensate the Company for losses from a claim that the goods or services infringe someone else's rights, or from the Vendor's serious fault. Apart from that, neither party is liable for indirect or consequential losses. [Add any liability cap or insurance requirements.]
8. Term and Termination
Start Date and Term:
Notice Period for Ending Without Cause (days):
Either party may end this Agreement immediately if the other seriously breaks it and does not fix the breach within _____ (fill in) days after written notice. The Company will pay for goods and services properly delivered up to the end date.
9. Relationship
The Vendor is an independent business. Nothing here makes either party the employee, partner or agent of the other.
10. Governing Law and General Provisions
Governing Law (state/country whose law applies):
This Agreement is the entire agreement about its subject and replaces any earlier understanding. Any change must be in writing and signed by both parties. Neither party may transfer this Agreement without the other's written consent. If any part is found unenforceable, the rest stays in effect.
11. Signatures
By signing below, each party agrees to the terms of this Agreement.
Company
Signature:
Printed Name:
Title:
Date:
Vendor
Signature:
Printed Name:
Title:
Date:
This is a general starting point provided by SignNinja, not legal advice. Liability, indemnity, data protection and tax terms matter a great deal in vendor contracts and vary by country. Have this reviewed before using it for a significant supply.