This Vendor Agreement (the “Agreement”) is entered into as of [Effective Date] between Chakra Enterprises, a wholesale company specializing in the distribution of a wide range of products, and [Vendor Name], a company engaged in the manufacture and supply of goods.

A. Purpose of the Agreement

  1. The purpose of this Vendor Agreement is to establish a mutually beneficial business relationship between Chakra Enterprises and the Vendor for the supply and resale of a wide range of products.
  2. The Agreement sets forth the terms and conditions governing the Vendor’s provision of goods to Chakra Enterprises for resale to its customers.
  3. The Agreement outlines each party’s responsibilities, rights, and obligations, fostering clear communication, trust, and accountability throughout the business partnership and beyond.
  4. The Agreement ensures that both parties adhere to applicable laws, regulations, and industry standards. It includes representations and warranties regarding legal compliance, product quality, and intellectual property rights.

B. Parties Involved

  1. Chakra Enterprises, referred to as the “Business” or “Wholesaler,” is a legally registered company located at [Business Address]. The Business specializes in the wholesale distribution of various products, including but not limited to Prayer Products, Decoration Items, Fashion & Accessory, Grocery, Home décor, Herbal Products, Kitchenware, and all other related goods.
  2. [Vendor Name], referred to as the “Vendor” or “Supplier,” is a legally registered company located at [Vendor Address]. The Vendor is engaged in manufacturing and supplying high-quality products, including those listed above, which are suitable for resale to Chakra Enterprises’ customers.

C. Effective Date

This Agreement shall become effective as of [Effective Date]. Both parties acknowledge that they have reviewed, understood, and agreed to the terms and conditions outlined herein. By signing the Agreement, the authorized representatives of Chakra Enterprises and the Vendor acknowledge their agreement to the terms set forth in this Vendor Agreement.

II. Scope of Work

A. Description of Products

  1. The Vendor shall supply Chakra Enterprises with products, including [Products Purchased by the Vendor] (hereinafter referred to as the “Products”).
  2. The Products shall meet the quality standards, specifications, and requirements set forth by Chakra Enterprises. Any deviations from the agreed-upon specifications must be communicated and approved in writing by Chakra Enterprises before supply.

B. Expected Deliverables and Timelines

  1. The Vendor shall deliver the Products in a timely manner, ensuring that Chakra Enterprises has an adequate supply for resale.
  2. Delivery timelines shall be mutually agreed upon by both parties, taking into consideration the volume of orders, production capabilities, and logistics. The Vendor shall provide advance notice of any anticipated delays in delivery.

C. Quality Standards and Specifications

  1. The Vendor shall adhere to the quality standards and specifications set by Chakra Enterprises for the Products. These standards may include but are not limited to product design, materials, functionality, packaging, labelling, and compliance with applicable laws and regulations.
  2. The Vendor shall be responsible for ensuring that the Products are safe, free from defects, and suitable for their intended use.
  3. Chakra Enterprises reserves the right to inspect and test the Products to ensure compliance with the agreed-upon quality standards. The Vendor shall cooperate with any reasonable requests for product samples, inspections, or audits.

D. Any Additional Responsibilities or Limitations

  1. The Vendor shall provide accurate product information, including specifications, descriptions, and any relevant certifications or compliance documentation.
  2. The Vendor shall notify Chakra Enterprises of any changes in product availability, specifications, pricing, or terms that may impact the business relationship.
  3. The Vendor shall not engage in any activities that may harm Chakra Enterprises’ reputation, including unethical business practices, infringement of intellectual property rights, or violation of applicable laws and regulations.

III. Term and Termination

A. Duration of the Agreement

  1. This Agreement shall commence on the Effective Date specified in Section I.C and shall remain in effect for an initial term of [Insert duration, e.g., one year].
  2. Upon expiration of the initial term, this Agreement may be renewed for successive periods upon mutual agreement between Chakra Enterprises and the Vendor, unless terminated as per the provisions stated below.

B. Conditions for Termination
Termination for Convenience:

  1. Either party may terminate this Agreement without cause by providing written notice of termination to the other party at least [Insert Notice Period, e.g., 30 days] prior to the desired termination date.
  2. Chakra Enterprises shall have the right to place a final order for Products within [Insert Time Frame, e.g., 14 days] from the date of the termination notice, subject to the Vendor’s reasonable ability to fulfill the order.
  3. After the termination becomes effective, the Vendor shall cease supplying any further Products to Chakra Enterprises, and Chakra Enterprises shall not be obligated to place any additional orders or make further payments to the Vendor, except as necessary to settle any outstanding financial matters or return any unused and resalable Products, as outlined below.
  4. In the event of termination for convenience, the Vendor shall cooperate fully with Chakra Enterprises to facilitate the transition of any relevant information, materials, or documentation necessary for the continuity of Chakra Enterprises’ business operations.

Termination for Default or Breach:

  1. Either party may terminate this Agreement in the event of a material default or breach of any provision of this Agreement by the other party. A written notice specifying the nature of the default or breach shall be provided to the defaulting party.
  2. The defaulting party shall have a specified cure period of [insert cure period, e.g., 30 days] to remedy the default or breach. The cure period shall commence from the date of the written notice of default or breach.
  3. If the defaulting party fails to rectify the default or breach within the specified cure period, the non-defaulting party may terminate the Agreement upon written notice.
  4. Termination for default or breach shall not prejudice the non-defaulting party’s right to seek any other available remedies, including but not limited to damages or injunctive relief.

Termination for Insolvency:

  1. If either party becomes insolvent, files for bankruptcy, or has a receiver appointed over its assets, the other party may terminate this Agreement immediately upon written notice to the insolvent party.
  2. In the event of termination for insolvency, Chakra Enterprises shall have the right to recover any outstanding payments owed by the insolvent party, subject to any applicable laws or legal proceedings.

C. Obligations upon Termination

  1. Upon termination of this Agreement, Chakra Enterprises shall have the right to return any unused and resalable Products to the Vendor within a reasonable period following termination, at the Vendor’s expense. The Vendor shall promptly issue a refund or credit for the returned Products, less any applicable restocking fees, transportation costs, or damages incurred by the Vendor due to the return.
  2. Both parties shall promptly settle any outstanding financial obligations, including payments for delivered Products, in accordance with the terms of this Agreement.
  3. The termination of this Agreement shall not relieve either party from the obligations that, by their nature, extend beyond the termination, including but not limited to confidentiality, intellectual property, indemnification, and dispute resolution provisions.
  4. In the event of termination due to default, breach, or insolvency by either party, the non-defaulting party may seek damages, specific performance, injunctive relief, or any other appropriate legal remedies to protect its rights and interests.

IV. Payment and Pricing

A. Pricing structure and payment terms
B. Currency and payment methods
C. Taxes, duties, and additional costs
D. Late payment penalties or interest charges, if applicable

V. Confidentiality and Intellectual Property
A. Confidentiality obligations of the vendor
B. Non-disclosure and non-use of proprietary information
C. Ownership and protection of intellectual property
D. Dispute resolution mechanisms related to intellectual property

VI. Representations and Warranties
A. Vendor’s representation of legal compliance and authority
B. Assurance of product/service quality and conformity to specifications
C. Warranty of non-infringement and absence of third-party claims
D. Limitations on warranties and liability

VII. Indemnification
A. Vendor’s agreement to indemnify and hold harmless the business
B. Coverage of costs, damages, and liabilities arising from vendor’s actions
C. Notice and cooperation requirements in case of a claim or dispute

VIII. Insurance
A. Vendor’s obligation to maintain appropriate insurance coverage
B. Minimum insurance requirements, including liability coverage
C. Proof of insurance and notification of any changes or cancellations

IX. Governing Law and Jurisdiction
A. Choice of governing law (e.g., provincial or federal law)
B. Jurisdiction for dispute resolution and legal proceedings

X. Miscellaneous Provisions
A. Entire agreement and modification clause
B. Force majeure provision
C. Assignment and subcontracting restrictions
D. Severability of provisions
E. Notices and communication methods
F. Waiver of rights
G. Counterparts and electronic signatures

XI. Signatures
A. Signature blocks for authorized representatives of both parties
B. Date of execution