Sale and Purchase Agreement of Spare Parts

SALE AND PURCHASE AGREEMENT OF SPARE PARTS

This Sale and Purchase Agreement of Spare Parts (the “Agreement”) is made and entered into as of [Date], by and between [Seller Name], with its principal place of business at Address, and [Buyer Name], with its principal place of business at Address.

RECITALS

A. Seller is in the business of selling spare parts for [type of machinery or equipment].

B. Buyer desires to purchase spare parts from Seller for its type of machinery or equipment.

C. Seller desires to sell spare parts to Buyer for use in its Equipment.

AGREEMENT

In consideration of the mutual covenants and promises contained herein, the parties agree as follows:

Sale and Purchase of Spare Parts. Seller agrees to sell to Buyer, and Buyer agrees to purchase from Seller, the spare parts listed on Exhibit A attached hereto (the “Spare Parts”).

Purchase Price. The purchase price for the Spare Parts shall be [Price] per unit. The total purchase price for all Spare Parts shall be [Total Price].

Payment Terms. Buyer shall pay the total purchase price to Seller within [Number] days from the date of delivery of the Spare Parts.

Delivery. Seller shall deliver the Spare Parts to Buyer at [Address] within [Number] days after the date of this Agreement.

Warranty. Seller warrants that the Spare Parts shall be free from defects in materials and workmanship for a period of [Number] months from the date of delivery.

Limitation of Liability. In no event shall Seller be liable to Buyer for any damages arising out of or in connection with this Agreement or the Spare Parts, whether such damages are direct, indirect, incidental, special, punitive, or consequential.

Indemnification. Buyer shall indemnify, defend, and hold harmless Seller and its officers, directors, employees, agents, and affiliates from and against any and all claims, damages, losses, liabilities, and expenses (including reasonable attorneys’ fees) arising out of or in connection with the Spare Parts or Buyer’s use of the Spare Parts.

Governing Law. This Agreement shall be governed by and construed in accordance with the laws of [State/Province].

Entire Agreement. This Agreement constitutes the entire agreement between the parties and supersedes all prior or contemporaneous agreements and understandings, whether written or oral, relating to the subject matter of this Agreement.

Amendments. This Agreement may be amended or modified only by a written instrument executed by both parties.

Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written.

SELLER:

[Seller Name]

By: _______________

Name: _____________

Title: ______________

BUYER:

[Buyer Name]

By: _______________

Name: _____________

Title: ______________