This Sales Agreement (the “Agreement”) between Sports Apparel (the “Seller”) and Boston Fanatics (the “Buyer”), collectively “the Parties”, is entered into as of October 8, 2019 (the “Effective Date”).
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Seller is the manufacturer of the following product(s):
- “Super Bowl LIV Patriots 19-0” T-shirts; and
- Buyer wants to purchase and distribute the identified product(s).
Accordingly, the Parties agree as follows:
- Sale of Goods. Seller is to make available for sale, and Buyer shall purchase 10,000 items (the “Goods”).
- Delivery. Seller should deliver the Goods to Buyer to California at least one (1) day prior to the event (Super Bowl). The Goods can be regarded as delivered when Buyer accepts them at the above-mentioned location. The shipping method is to be chosen by Seller, and Buyer shall be responsible for shipping costs up to the place of the event.
- Purchase Price and Payments. Seller agrees to sell the Goods to Buyer for $ 150,000. Seller will provide the first invoice for $30,000 to Buyer after assigning this sales agreement. The second invoice for $120,000 will be sent at the time of delivery. These invoices are to be paid, in full, within ten (10) days. A five percent (5%) late payment penalty will set to any unpaid balances.
- Inspection of Goods and Rejection. Buyer is eligible to examine the Goods at the time of delivery. In case the Goods are objectionable for quality or any reason, Buyer shall discard them within 3 (3) business days from the date of delivery. Otherwise, it is considered that Buyer surrendered any right to reject this particular delivery. If Buyer castoffs the Goods, Seller should be allowed a reasonable time, which is to be determined by the Parties, to cure deficiency.
- Risk of Loss. Until the time when the Buyer accepts delivery, the risk of loss will be on the Seller, who should carry all necessary insurance to protect the Goods against loss at Seller’s own expense. In case Drunk and Disorderly Trucking LLC, the transportation company, meets an incident during delivery, two (2) additional days are to be provided to Seller to resolve issues.
- Excuse for Delay or Failure to Perform. Seller will not be liable to Buyer for any delay due to fires, transportation shortage, Acts of God, accidents, or any other causes that are not in Seller’s control. Seller is to contact Buyer immediately upon such events that can impede the delivery of the Goods as stated.
- Termination. This Agreement can be terminated at any time by Seller or Buyer through the written notification to the other party. All Goods delivered and recognized up to the date of termination must be paid by Buyer.
- Disclaimer of Warranties. In terms of this document, the goods are sold ‘as they are’. Seller specifically refutes all warranties, such as any implied warranty of merchantability for the mentioned event.
- Entire Agreement. The Parties confirm that this Agreement represents all interests between them. If the Parties want to alter or modify any terms, it should be done in writing to be signed by Seller and Buyer.
The following signatures demonstrate that the Parties agree to the terms and conditions explained above.