Sample Sales Agreement Template
10.1 This agreement contains the entire agreement between the parties and replaces all of these previous agreements with respect to the issues set out in them. This agreement will only be amended in writing and signed by both parties. This agreement binds the parties and their heirs, executors, directors, successors, beneficiaries of the assignment and personal representatives. No party can terminate the agreement and the rights of this treaty. The above prices do not include the amounts required to cover taxes, including, but not limited, on federal taxes, taxes on state consumption, sales or use taxes or import duties during the manufacture, sale, distribution or supply of goods or the provision of services under this agreement. All taxes payable and due are paid by the buyer. As a result, the seller reserves the right to change its price between the parties after the execution of this order to include any taxes or taxes that may be due, and the seller may charge this additional amount to the buyer. This clause also applies to the acceptance and full implementation of this decision by the parties. The seller`s compensation does not apply if a violation is not due to the normal use to which the products were intended.
There is no liability for the violation, real or presumed, of a foreign patent. The seller`s liability for damage under this directive is limited to those that are calculated solely on the value of the products sold to the buyer. Under no circumstances is the seller liable for any consequential damages or costs. In the case of a claim that violates a U.S. patent, the seller may, on its option and cost (a) give the buyer the right to continue to use the product, or (b) replace or modify the product so that it does not become a violation of the law, or (c) grant the buyer a credit for that product, net of a reasonable depreciation for use , damage and teaching when returning to the seller. The buyer agrees to pay all the costs and expenses incurred by the seller in his defence and the amount of a judgment against the seller, in the context of an action or proceeding against the seller that results exclusively from the fact that the buyer associates each proposed product with an item that is not manufactured or made available by the seller , or the sale or use of such a combination by the buyer. The seller also releases the buyer`s buyers and assistants for this violation, if and to the extent that the buyer has agreed to compensate it, but has not compensated the buyer in a greater proportion than that of the seller and under the conditions set out in the seller. In the event that a product to be recalibrized under this order complies with designs, models or manufacturing specifications designated by the buyer and which are not the seller`s design, the buyer is required to defend, release and keep the seller unscathed to the same extent and subject to the same requirements as the seller`s obligation above.
The person above replaces any other compensation or guarantee granted by the seller explicitly or implicitly with respect to intellectual property (patents, trade secrets, hidden works, trademarks, copyrights or others). The first paragraph of a sales contract should contain the full legal names of the parties involved and the exact date of the contract conclusion. For people, this includes their first and last name, the address they are currently in and their contact information. If you enter into a contract with a company, you can confirm the deal with the Secretary of State in the state where the company is incorporated to verify its correct legal name.