Vendor / Supply Agreement

VENDOR / SUPPLY AGREEMENT

This Agreement is made on [Effective Date] between [Vendor Name] and [Buyer Name].

1. Parties. This Vendor / Supply Agreement is made between [Vendor Name], of [Vendor Address], GSTIN [Vendor GSTIN] (the "Vendor"), and [Buyer Name], of [Buyer Address], GSTIN [Buyer GSTIN] (the "Buyer"), together the "Parties".

2. Scope of Supply. The Vendor agrees to supply the goods and materials described in Schedule A ("Products") in the quantities, specifications and grades set out therein, against purchase orders issued by the Buyer.

3. Term. This Agreement is effective from [Effective Date] and shall continue for [Number] years unless terminated earlier.

4. Price, Payment and GST. The unit price of the Products shall be Rs. [Price] as per Schedule A, exclusive of GST. GST shall be charged at the applicable rate on every tax invoice. Payment shall be made within [Number] days of delivery and receipt of a valid invoice and e-way bill where applicable. TDS/TCS shall apply as per law.

5. Delivery and Quality. The Vendor shall deliver the Products to [Delivery Location] within the agreed lead time, in good condition, with proper packing and documentation. The Products shall conform to agreed specifications and applicable BIS/quality standards; the Buyer may reject non-conforming goods.

6. Obligations. The Vendor warrants clear title, quality and timely supply. The Buyer shall accept and pay for conforming Products supplied against valid purchase orders.

7. Intellectual Property. Any trademarks, designs or specifications provided by the Buyer remain the Buyer's property and shall be used by the Vendor solely to fulfil this Agreement.

8. Confidentiality. Each Party shall keep confidential the commercial terms and non-public information of the other and use it only for this Agreement.

9. Indemnity. The Vendor shall indemnify the Buyer against losses arising from defective Products, breach of warranty or infringement of third-party rights.

10. Termination. Either Party may terminate on [Number] days notice, or immediately for material breach uncured within [Number] days.

11. Governing Law, Jurisdiction and Arbitration. This Agreement is governed by the laws of India, subject to the exclusive jurisdiction of the courts at [City]. Disputes shall be referred to a sole arbitrator under the Arbitration and Conciliation Act, 1996, seated at [City], in English.