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AGREEMENT FOR PURCHASE AND SALE OF PRODUCTS No.

22/11-09
01 . 11.2021

OLMINAX TRADING Ltd. (hereinafter - the Seller), represented by Konstantins Sceglovs, on the one
hand and ENRIX TRADE UG (hereinafter - the Purchaser), represented by director Jevgenijs Judenko. on
the other hand both the parties here to referred to as the Parties and individually - the Party made the present
agreement (hereinafter referred to as the Agreement);

1. Scope of the Agreement


1.1. Within the period of validity of the Agreement, the Seller shall sell to the Purchaser the
products (Green Coffee beans. Roasted Coffee beans. Ground Coffee, Unprocessed Tea leaves, packed
Tea.......etc.) in batches as required by the Purchaser and the Purchaser shall accept quality Products and pay
for them within the time limits set forth in this Agreement.

2. Ordering and delivery


2.1. Quantities of the Products to be purchased are preliminary. The products will be ordered
depending on actual need and the Purchaser assumes no liability to purchase the products for the maximum
agreement price.
2.2. The Seller shall deliver the products to the Purchaser’s warehousing facilities specified on
CMR waybill.
2.3. The costs of delivery shall be borne by the Purchaser (transport ordering etc.).

3. Maximum agreement price, procedure and terms of payment


3.1. The total price of the Agreement shall be 500 000.00EUR.
3.2. The Purchaser shall pay the Seller for the delivered products within 60 (sixty) calendar days as
of the actual delivery and invoicing date.

4. Requirements for products


4.1. The products must comply with the technical requirements laid down in procurement
documents.
4.2. The delivered Products must be accompanied by their technical specifications.
4.3. The Products must comply with the requirements of the regulations applicable in the country.
4.4. If the Seller delivers the Product of the inadequate quality and / or insufficient assembly, the
Purchaser is entitled to refuse to accept the Product.

5. Handover of products
5.1. Handover of the products shall be documented by a handover certificate. The Parties confirm
that a waybill or an invoice countersigned by the representatives of the Parties simultaneously shall be a
handover certificate.
5.2. By transferring the Products to the Purchaser's possession, the Seller shall fully and carefully
inspect compliance of the Products with the requirements laid down in the Agreement.
5.3. The Seller shall ensure safety of the Products during loading, transportation, unloading and
handover procedures. The Seller shall load / unload the Products to / from a vehicle by following the
requirements applicable to this type of procedures.
5.4. The title to the products shall be vested on the Purchaser as of the moment of actual handover
of the Products and signing on a VAT invoice.

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6. Rights and liabilities of Parties
6.1. Rights and liabilities of the Seller:
6.1.1. The Seller guarantees that on the moment of handover of the Products to the Purchaser’s
possession, the Seller has full title to the Products free from any claims or rights of any third parties; the
Products have not been seized and there are no any pending legal disputes in respect of the Products. The
Seller's title to the Products has not been encumbered or restricted by any material rights or liabilities; the
right to dispose of the Products has not been deprived or restricted; there are no any public law violations or
restrictions, which might have any impact on the Purchaser’s title to the products;
6.1.2. The Seller has a duty to perform its liabilities properly and to deliver the Products to the
destination in full compliance with the Agreement.
6.2. Rights and liabilities of the Purchaser:
6.2.1. If the Seller has properly delivered the Products to the destination in full compliance with the
Agreement, the Purchaser shall pay the price agreed upon herein within the terms and conditions laid down
in the Agreement.
6.3. If it becomes evident to the Purchaser that the batch of the Products contains non-quality
products, the Purchaser is entitled to issue a non-compliance certificate and to return the delivered batch of
the products to the Seller. If this is the case, the Supplier shall immediately replace non-quality Products by
the Products of adequate quality at its own expense.

7. Liability
7.1. The Parties shall perform their contractual duties in a timely and adequate manner. In case of
failure to perform or late performance of the contractual duties by either Party, the guilty Party shall
compensate the other Party's losses.
7.2. The Parties agree on limited liabilities against each other, meaning that neither Party is entitled
to claim compensation of indirect damages, except for the cases where the limitation of liability is prohibited
by applicable laws.
7.3. If the Seller fails to deliver ordered products in a timely manner or delays performance of its
warranty liabilities, the Purchaser shall be entitled to claim a contractual penalty at the rate of 0.001 % of
any due amount for each day of delay in delivery of the Products or in performance of warranty liabilities.
7.4. If the Purchaser delays payment for the Products, the Seller shall be entitled to claim a
contractual penalty at the rate of 0.001 % of the overdue amount for each day of delay.
7.5. Payment of contractual penalties does not release the Parties from the performance of
contractual liabilities.
7.6. If either Party fails to perform its contractual duties or performs the duties in a faulty manner,
the Party shall be liable in every instance, if the Party fails to prove that such non-performance or inadequate
performance of the duties resulted from Force Majeure circumstances, governmental acts or activities of any
third party. If the Party can successfully prove that its failure in performance of contractual duties resulted
from any of the circumstances referred to in this article, the Party shall be fully or partially released of
liability for non-performance.
7.7. If for the purposes of this Agreement the Party engages third parties, the Party shall be liable
against the other Party for the failure by the third party to comply with the requirements of the Agreement.

8. Validity of the agreement and procedure for its termination


8.1. The Agreement shall be valid for 36 months or until the maximum price of the Agreement has
been reached. The Agreement may be extended for one subsequent year.
8.2. The Agreement shall be subject to termination by either Party upon notifying the other Party
about it in writing not later than 30 (thirty) calendar days in advance. In that case, the Parties shall only pay
for the liabilities implemented before the date of termination.
8.3. In case of non-performance or improper performance of its contractual duties, the other Party
shall notify about it the Party, which fails to perform its duties or performs the duties in an improper manner.
If the Party in default fails to rectify the failure to perform its contractual duties within 14 (thirty) calendar
days as of the date of the receipt of the notification the Party, which properly implements its contractual
duties shall be entitled to terminate the Agreement with an immediate effect. In that case, the Party in default
shall compensate the other Party's losses in addition to a contractual penalty of 5 (five) hundredths of the
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8.4. If the Seller delivers non-compliant products more than twice within the period of this
Agreement, the Purchaser shall be entitled to unilaterally terminate the Agreement and require the Seller to
pay a contractual penalty at the amount of 5 % (five percent) of the amount of the outstanding liabilities.
8.5. Either Party is entitled to terminate the Agreement with an immediate effect by notifying the
other Party in writing, if
the other Party is involved in any judicial or extra-judicial bankruptcy procedures or the order has been
made to windup the Party.
8.6. The terms and conditions of this Agreement are subject to modifications or amendment only if
so mutually agreed upon by the Parties in writing.

9. Force majeure circumstances


9.1. The Parties shall be released from liability for non-performance or inadequate performance of
their contractual duties if they can they prove that such non-performance resulted from the circumstances
beyond their control and wrhere such circumstances could not have been reasonably foreseen on the moment
of signing the present Agreement and there were no any possibilities to avoid the rise of these Force majeure
circumstances and their effects. Force majeure circumstances shall not include the following: unavailability
of the materials necessary for the performance of the liabilities; the Parties have not enough financial
resources or the debtor's covenantees fail to perform their liabilities.
9.2. If any event preventing the Party from performance of the Agreement is of a temporary
character, the affected Party shall be released from the responsibility for the reasonable period with regard to
the effect of such event on the performance or adequate performance of the Agreement.
9.3. The Party in default shall notify the other Party in wanting about the rise of Force majeure
circumstances and its effect on the performance of the Agreement within 5 (five) business days after the rise
of such circumstances. Failure to report Force majeure circumstances does not release the Parties from the
performance their contractual liabilities.
9.4. If Force majeure circumstances exist for more than 3 (three) months, either Party shall be free
to terminate the Agreement with an immediate effect by notifying the other Party about it in writing.

10. Miscellaneous
10.1. Any disputes arising out of the present Agreement shall be handled by way of negotiations. In
case of failure to come to an agreement,
the disputes shall be handled by way set forth in the legislation of European Community
10.2. The agreement is made in two copies having equal legal power one copy to each Party hereto.
10.3. The Agreement, its conclusion and provisions are of a confidential character and the Parties
shall not disclose them to any third parties. Moreover, the Parties agree to keep confidential and not to
disclose to third parties any information accessible to the Parties in the course of the implementation of their
duties assumed hereunder, except for the cases, where particular institutions are entitled to get access to the
content of this Agreement.
10.4. The Parties agree that the confidential information includes the information related to their
business matters, plans, assets, operation tools, data, trade secrets, current and future operations, suppliers,
consultants, clients, operations of their branch offices, know-how, drawings, strategies ad third parties’
information, which is normally not in public domain.
10.5. Annexes, supplements, modifications, if made in writing and properly confirmed by both the
Parties shall be a constituent part of this Agreement.

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11. Legal information of the parties:

SELLER PURCHASER

OLMliNAX Trading Ltd. ENR1X TRADE UG.


VAT number:VAT CY10380440D VAT DE333728340
Prosfygon Dorfelstrape 16a.
2560 Agia Varvara 12305 Berlin
Cyprus Germany

Director: Jevgenijs Judenko

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