CONSIGNMENT AGREEMENT
THIS CONSIGNMENT AGREEMENT (“this Agreement”) is entered into by and between
[NAME] of address [ADDRESS] (“Consignee/ Buyer”) and [NAME] of address
ADDRESS on [DATE]
WHEREAS the Consignor owns a product line that sells starter kits
WHEREAS the Consignee is a school and accepts to sell the starter kits
NOW, THEREFORE, in consideration of the premises, and of the mutual promises and
undertakings herein contained, the parties, intending to be legally bound, do agree as follows:
- AGREEMENT TO SELL
1.1 In accordance with this Agreement, the Consignor grants an exclusive right to display and
sell the mutually agreed upon item(s), pursuant to the terms of this Agreement.
1.2 The sale price of all items and terms of said sale shall be in conformity with this
agreement
- PROCEEDS AND TERMS OF SALES
2.1 The Consignee shall be entitled to retain 10% of all proceeds from the sale of each item
consigned.
2.2 The Consignee shall submit a payment for the full amount of the sale price, less the
aforementioned agreed upon 10%, to the Consignor within 30 business days of receipt of
the sale. The Consignor shall be paid their portion of the proceeds, 10% of the sale price,
not to include.
2.3 In addition to the above, there will be a 5% commission on every order a student places.
2.4 Both the Consignee and the Consignor agree that payments shall be made in the form
of [PAYMENT METHOD]
2.5 The Consignee agrees to maintain the agreed upon selling price for each item
consigned and will accept nothing less unless otherwise agreed upon in writing and
signed by both parties.
2.6 The Consignee shall maintain insurance for the premises and all contents thereof
against any damage or theft that may occur to any item(s) left with the Consignee to
sell.
2.7 The Consignee shall retain possession and control of the consigned merchandise for a
minimum period of days, beginning on the aforementioned agreement date.
2.8 Prior to or upon delivery of the merchandise, the Consignor shall provide a complete
and accurate inventory list of the merchandise items that have been consigned to be
sold. This list must include a description of each item, the quantity of each item, the
agreed upon price of each item, and it must be signed by both the Consignor and
Consignee upon acceptance.
2.9 The Consignee shall only accept clean, quality merchandise in good condition.
2.10 All consigned merchandise shall remain at the aforementioned Consignee address and
shall not be moved to another location without prior written notice to the Consignor.
2.11 Any merchandise that is not sold at the end of the consignment period shall be
evaluated by both the Consignee and the Consignor. In the event that the Consignor
decides to remove their merchandise, the Consignor shall assume all responsibility for
retrieving and removing the unsold merchandise or arrange for the pick-up and all
costs associated with said removal of merchandise.
2.12 As an additional requirement, the Consignee must spend $ 15000 a year on the
products in order for the agreement to remain in place.
- MERCHANDISE RECORDS
It shall be the responsibility of the Consignee to maintain all records of consignments and
ensure accurate record keeping of each item, quantity and what was sold. The Consignor
shall have the right to inspect all records related to their account. - MERCHANDISE OWNERSHIP
The Consignor shall retain ownership of any and all consigned merchandise until such
time as the merchandise is sold. - BREACH OF AGREEMENT
In the event that the Consignee fails to perform and/or adhere to the terms and obligations
contained herein this Agreement, the Consignor shall be afforded the opportunity to
cancel this Agreement by providing days advance written notice to the Consignee.
However, the Consignor shall in turn afford the Consignee the opportunity to take
corrective action prior to the deadline stated in the aforementioned advance written notice
to avert cancellation of this Agreement.
- TERMINATION OF CONSIGNMENT AGREEMENT
The Consignee may terminate this Agreement at any time and for any reason by
providing days advance written notice and by returning to the Consignor all the unsold
merchandise that is the subject of this Agreement. The Consignor may terminate this
Agreement at any time and for any reason by providing days advance written notice, but
said termination shall not affect the agreement regarding items of merchandise already
sold. The expense of delivery to the Consignor of any unsold merchandise shall be the
responsibility of the party terminating this Agreement. - BUSINESS OPERATION
The Consignee shall maintain the exclusive right to determine the business operation and
management of its premises. The Consignor shall have no liability or responsibility for
the operation and management of the Consignee’s business, employees, staff, officers or
agents or any torts or other causes of action that may result from daily operation of
business, and the Consignee agrees to defend, indemnify and hold harmless the Consignor
for same.
- LIABILITY FOR LOSS, DAMAGE OR THEFT OF CONSIGNED
MERCHANDISE
In the event that the consigned merchandise is lost, stolen, destroyed, damaged or
unaccounted for due to any cause, known or unknown, while consigned to the Consignee:
The merchandise, or each item consigned, that is lost or unaccounted for shall be
considered as having been sold, and the Consignee shall pay unto the Consignor the
amount agreed herein as if the lost merchandise had been sold and the Consignor shall be
paid the previously agreed upon percentage, and that amount shall be paid no later than
30 days following the loss of the merchandise unless otherwise agreed upon by the
Consignee and the Consignor.
- ARBITRATION/MEDIATION DISPUTE RESOLUTION
The Consignee and the Consignor both agree that should any dispute arise through any
aspect of this relationship, including, but not limited to, any matters, disputes or claims,
the parties shall confer in good faith to promptly resolve any dispute. In the event that the
parties are unable to resolve the issue or dispute between them, then the matter shall be
mediated and/or arbitrated in an attempt to resolve any and all issues between the parties.
The parties agree that any claim or dispute that arises from/ for /through this agreement,
the relationship or obligations contemplated or outlined within this agreement, if not
resolved through mediation, shall then go to and be resolved through final and binding
arbitration. Any decision reached by the Arbitrator shall be final and binding and, if
required, may be entered as a judgment in any court having jurisdiction. This Agreement
shall be interpreted and governed by and in accordance with the Federal Arbitration Act 9
U.S.C. §1-16.
- SEVERABILITY CLAUSE
In the event that any provision of this Consignment Agreement shall be deemed to be
severable or invalid, and if any term, condition, phrase or portion of this Agreement shall
be determined to be unlawful or otherwise unenforceable, the remainder of the Agreement
shall remain in full force and effect, so long as the clause severed does not affect the
intent of the parties. If a court should find any provision of this Agreement to be invalid
or unenforceable, but that by limiting said provision it would become valid and
enforceable, then said provision shall be deemed to be written, construed and enforced as
so limited. - ENTIRETY
The herein contained Consignment Agreement constitutes the entire understanding of
both the Consignee and the Consignor pertaining to all matters contemplated hereunder at
this time. The parties signing this Consignment Agreement desire or intend that any
contract or other agreement entered into between the parties subsequent hereto shall
supersede and preempt any conflicting provision of this Consignment Agreement whether
written or oral. - WARRANTIES
Neither the Consignee nor the Consignor shall make any guarantee or warranties in
relation to any sale, use or transfer of the merchandise by the other party or any third
party acting on behalf of the Consignee or the Consignor.
- ASSIGNMENT
This Agreement is not assignable and may not be modified other than by a written
modification agreed to and signed by both parties. - GOVERNING LAWS
This Agreement shall be construed and governed in accordance with the laws of the State
of [STATE] - WAIVER
The Consignee and the Consignor agree that instances or patterns of wavier, forbearance,
course of dealing or trade usage shall not affect the right of either party to demand
performance of any term or condition contained within this Agreement.
In Witness Whereof, this Agreement is duly executed by the duly authorized representatives
of the parties as set forth below:
Consignee Signature Date
Consignor Signature Date
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