This document is an agreement between the seller, referred to as Party 1, and the buyer, referred to as Party 2. The agreement stipulates that the seller will sell, and the buyer will purchase the products set out in Schedule 1. The prices are listed in Schedule 2. The year refers to the period from January 1 to December 31. This agreement will come into effect on the date it is signed by both parties.

The seller is permitted to make product improvements as necessary to remain competitive and provide products with those improvements to the buyer under this agreement. The seller is also responsible for applying labels and identification codes to the products as per the buyer's request. The initial labelling is free of charge, but any subsequent changes requested by the buyer will be reimbursed by the buyer. The products will be packaged according to the seller's standard international shipment specifications, with any modifications agreed upon by both parties. The seller will provide the buyer with all relevant written materials used by the seller to market or sell the products, but the buyer may not use the seller's name for the product's marketing.

The buyer must place an order with the seller not less than a certain number of days before each month begins. Any changes requested by the buyer to existing purchase orders should include information about the effects on future requirements. The seller is permitted to use reasonable efforts to fulfil change requests to increase the quantity of a purchase order, and any decrease or cancellation of a purchase order may be subject to cancellation charges. The agreement will continue until terminated by either party in writing, with prior notice to the other party. The termination of the agreement does not affect any rights or obligations that have already arisen.

The parties must work together in good faith to resolve any disputes or disagreements. Force Majeure applies in circumstances beyond the reasonable control of either party, including strikes, accidents, fires, and war. The headings in this agreement are for convenience and do not affect interpretation. If any provision of this agreement is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

How to use this Document?

If you want to use this agreement, follow these simple steps:

1. Read the definitions to understand the terminology used in the agreement.

2. The seller agrees to sell and the buyer agrees to purchase the products listed in Schedule 1 under the terms and conditions of this agreement. The seller may make improvements to the products to remain competitive and provide labels as requested by the buyer.

3. The buyer should submit a written purchase order to the seller at the provided address for the products they wish to purchase, which should include the identity and quantity of the products, requested delivery schedule, prices, and shipping instructions.

4. The buyer must order at least the percentage of the volume of products they purchased in the base year, which is set at MINIMUM in this agreement. The buyer shall place orders not less than ORDER_DAYS days before the beginning of each month, and each order will be final on acceptance by the seller.

5. If the buyer requests a change to the existing purchase order, they must provide information about the effects on future requirements, and the seller will use reasonable efforts to fulfil the change requests. Cancellation or reduction of a purchase order may be subject to cancellation charges.

6. The parties will agree on appropriate labelling for packaging to be used by the seller.

7. The buyer will receive a copy of all written materials used by the seller in the sale or marketing of the products, but they cannot use the seller's name in the marketing of the products.

8. The seller will take all reasonable steps to fulfil their obligations under the agreement but is not obliged to give the buyer priority over any other buyer.

9. Any pre-printed terms on the buyer's purchase order, specifications, or any other document issued by the buyer will be wholly inapplicable, and the terms of this agreement will prevail.

10. This agreement is made between PARTY_1_NAME (the seller) and PARTY_2_NAME (the buyer) on CURRENT_DATE.

By following these steps, you can use this agreement to purchase and sell the products listed in Schedule 1 under the terms and conditions set out in this agreement.