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Sample of Agreement - Drafting Exercise
Sample of Agreement - Drafting Exercise
This Deed of Agreement is made and entered into on 10th of June of 2000.
BETWEEN
University of Malaya, having its office at Jalan Pantai, Kuala Lumpur
(hereinafter called the purchaser which term shall include its successors and
assigns).
AND
Best Computers Co Sdn Bhd, having its office at 64, Jalan Timor, Petaling Jaya,
Selangor
(hereinafter called the supplier which term shall include its successors and assigns).
RECITALS
A. THE SUPPLIER
The supplier is a Malaysia based company engaging in the supply of computers.
B. THE PURCHASER
The purchaser, also having its place of business in Malaysia, desires to appoint the
supplier to supply 30 sets of computers.
C. THE AGREEMENT
The supplier agrees to sell and deliver the computers to the purchaser. Both parties to
this agreement affirm to understand all of the provisions contained in this agreement,
which hereby is acknowledged and is mutually agreed upon.
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2. PURCHASE PRICE AND PAYMENT METHOD
2.1 Purchaser shall pay to the supplier for the products and for all obligations
specified herein, as full and complete consideration therefore, the sum of RM 90, 000.
2.2 RM 20, 000 will be paid on the execution of the agreement and the balance in
three equal monthly instalments after the signing of the agreemen.t as prescribed in
Schedule-B
2.3 The Payment shall be made by the purchaser from in Ringgit Malaysia (RM)
through A/C payee Cheque only on production of invoice along with delivery dockets
confirming receipt of goods by the purchasers representative(s) at site.
2.4 All invoices submitted to the purchaser by the supplier shall list the items of
products purchased thereunder in the same sequence used in purchasers order for
such products. The purchase numbers shall appear on all invoices submitted to
purchaser hereunder.
3.DELIVERY OF PRODUCTS
3.1 The products shall be delievered by supplier at University of Malaya, Jalan Pantai,
Kuala Lumpur (herein called the delivery site) on the date when the first payment is
scheduled to be paid.
3.2 That the delivery of the materials shall be made by the supplier at their own cost,
management and responsibility.
3.3 The products shall be packaged appropriately and all cartons shall be clearly
stamped with purchase numbers. Purchaser shall be able to identify easily all items of
the products contained within each carton. Delivery of the products in an undamaged
condition to purchasers installation site shall constitute "Delivery" to Purchaser. Risk
of loss during transit shall remain with the supplier.
3.4 A packing slip indicating each item and item quantity shipped shall accompany
every shipment. The packing list shall be attached to the exterior of one of the
containers in each shipment in a conspicuous manner.
3.5 The purchase order number must also appear on all packing slips, invoices and
correspondence.
4. RIGHT OF INSPECTION
The purchasers representative(s) shall inspect the goods at the delivery site upon the
delivery of the products and reserves the right to reject any products if the
representative(s) considers those to be inferior quality to the approved samples.
4.1Installation
Supplier shall install the products at the delivery site and connect the same to the
safety switches or electrical outlets to be provided and installed by the purchaser. The
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supplier shall be responsible for all costs associated with delivery and installation of
the products.
6. INSURANCE
The purchaser shall arrange full insurance of the products from the date of passing of
the risks of the products.
7. WARRANTIES
The warranty provided to the purchaser by the supplier with respect to the products is
set forth in Exhibit A attached hereto and incorporated herein. The warranty period
shall commence upon acceptance of the products.
8. DISPUTE RESOLUTION
Upon the occurrence of any of the following events, and except as is otherwise
provided for in this agreement, supplier shall be deemed to be in default under this
agreement if:
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C. Any material representation or warranty made by supplier hereunder is
breached and remains uncured from and after thirty (30) days following suppliers
receipt of written notice from purchaser of such breach.
If any event of default occurs and is not cured within any applicable period specified
above, the purchaser, at its sole option, may employ any remedy then available to it,
whether at law or in equity, including, but not limited to, the following:
In such an event, the supplier, at its sole option, may employ any remedy then
available to it, whether at law or in equity, including, but not limited, to the following:
B. Pursue any other rights and remedies available to Company under the
laws of Malaysia.
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9. GENERAL
Signed on August 1st of 2016 for and on behalf of the supplier and purchaser as
follows:
SUPPLIER PURCHASER
1................................................ 1..............................................
2............................................ 2..............................................
3 3..
WITNESSES WITNESSES
1................................................ 1..........................................
2............................................... 2............................................
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SCHEDULE - A
No Item Specification Quantity
1 Dell Machines model 3250 Manufactured by Dell 10
Corporation, Texas, USA.
2 Toshiba Lap top computers Manufactured by Toshiba 20
model DS2120 Pte Ltd, Tokyo, Japan
SCHEDULE - B
No Amount payable before or on Amount due
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EXHIBIT A
Warranty
For a one (1) year period from date of delivery (the "Warranty Period"), the supplier
warrants that the products provided to supplier pursuant to this agreement shall be
free from defects in material, manufacturing workmanship, and title, and that the
products will operate in conformance with the specifications and will operate as
described in all marketing and advertising materials provided to purchaser (the
"Warranty"). The Warranty also shall apply to any replacement part or to any
enhancement. Further, the supplier warrants that all service repairs shall be free from
defects in materials and workmanship for the greater of (i) the balance of the Warranty
Period or (ii) ninety (90) days after the date the repair is completed.
To enable supplier to properly administer the Warranty, the purchaser shall (i)
promptly notify the supplier of any claim hereunder, and (ii) provide the supplier with
the opportunity to inspect and test parts claimed by Buyer to be defective.
If during the Warranty Period and after trouble-shooting assistance from the supplier,
it is the purchaser's opinion that on-site service is required, warranty service will be
available from the supplier, free of charge, on an appointment basis, Monday to
Friday, 8:00 a.m. to 5:00 p.m.
During the Warranty Period, the supplier shall provide to the purchaser, without
additional charge, 24-hour a day, 365-day a year access to a toll-free customer help
service and professional hotline for questions and trouble-shooting assistance.