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POWER PURCHASE AGREEMENT
This Power Purchase Agreement (hereinafter referred to as the “Agreement”) is made on [INSERT DATE ON WHICH THE AGREEMENT COMES INTO FORCE] (hereinafter referred to as the “Effective Date”) between:
[INSERT NAME OF THE SELLER], having registered office at [INSERT ADDRESS OF THE SELLER] (hereinafter referred to as the “Seller” which expression shall, unless repugnant to the context or meaning thereof, means and includes its legal representatives, executors, administrators and permitted assigns); and
[INSERT NAME OF THE BUYER], having registered office at [INSERT ADDRESS OF THE BUYER] (hereinafter referred to as the “Buyer” which expression shall, unless repugnant to the context or meaning thereof, means and includes its legal representatives, executors, administrators and permitted assigns).
The “Seller” and the “Buyer” together shall be referred to as “Parties” and individually as a “Party”.
WHEREAS
- The Seller is the owner and operator of [INSERT NAME AND DESCRIPTION OF THE POWER PLANT] and agrees to sell the Energy generated from the Power Plant to the Buyer.
- The Buyer wishes to purchase the energy generated from the Power Plant and agrees to the terms and conditions outlined in this Agreement, which governs the working relationship between the parties.
- The parties are duly authorized and have the capacity to enter into this agreement.
- Both the parties affirm to understand the provisions contained herein and in case either party requires clarification as to one or more provisions, either party has had the right to seek clarifications or sought legal guidance.
NOW, THEREFORE, in consideration of the mutual promises contained herein and intending to, be legally bound, the Parties have agreed as follows:
- DEFINITIONS
- “Seller” refers to an individual that owns the said Power Plant as mentioned in this agreement.
- “Buyer “refers to an individual that desires to purchase the electrical energy output from the seller.
- Confidential Information" means any non-public information, data, documentation, trade secrets, know-how, or any other information disclosed by one party to the other party in connection with this agreement , whether in written, oral, electronic, or any other form, and identified as confidential or which the Parties should reasonably understand to be confidential.
- “Intellectual Property” refers to any patents, trademarks, service marks ,trade names, copyright, trade secrets, know-how or other intellectual property rights, applications ,registrations mentioned in this agreement thereof.
- SCOPE
- This Agreement outlines the terms and conditions under which the Seller shall generate and supply electrical energy from the designated power plant to the Buyer, and the Buyer shall purchase such energy. The Seller shall be responsible for the establishment, ownership, operation, and maintenance of the power generation facility, ensuring its compliance with all applicable technical and legal standards. The facility shall generate electricity up to the agreed capacity, and the Seller shall ensure the reliable supply of such energy to the Buyer in accordance with the operational requirements specified in this Agreement.
- The Buyer agrees to purchase and take delivery of the electrical energy generated by the Seller’s power plant, subject to the agreed quantity and quality parameters. The sale and purchase of electricity shall be conducted on a take-and-pay basis or as otherwise mutually agreed, and all relevant metering, billing, and settlement procedures shall be carried out in accordance with the terms laid out in this Agreement.
- The Seller shall be responsible for the installation and maintenance of interconnection facilities and equipment required to transmit electricity from the power plant to the Buyer’s designated location. All interconnection activities shall comply with prevailing industry practices, grid codes, and statutory requirements. The costs and responsibilities related to interconnection shall be allocated as specified in this Agreement.
- This Agreement shall be effective from the date of execution and shall remain in force for the term specified herein, unless terminated earlier in accordance with the provisions of this Agreement. The scope also includes any renewal or extension mutually agreed upon by both Parties, along with compliance with applicable regulations, licensing requirements, and environmental standards as may be required by law or regulatory authorities.
- Both the Seller and the Buyer undertake to perform their respective obligations in good faith, ensuring transparency, cooperation, and timely communication in all matters related to the implementation and performance of this Agreement.
- TERM
- This Agreement shall commence on the effective date of [INSERT DATE OF AGREEMENT] and continue for [INSERT TERM PERIOD OF AGREEMENT IN DAYS/MONTHS/YEARS] as agreed by the parties. The Agreement may be terminated earlier in accordance with the termination provisions set forth herein, including termination upon mutual written consent or any other conditions specified within the Agreement that allow for early termination.
- OBLIGATIONS OF THE SELLER
- The Seller shall be responsible for the development, operation, and maintenance of the Power Plant in accordance with all applicable laws, regulations, and industry standards. The Seller shall ensure the continuous and reliable generation of electrical energy and its delivery to the Buyer at the agreed Delivery Point. It shall obtain and maintain all necessary licenses, permits, and approvals required for the lawful generation and sale of energy under this Agreement.
- The Seller shall also be responsible for installing, operating, and maintaining all interconnection facilities and metering equipment necessary for measuring the energy output. These meters shall be regularly calibrated and maintained to ensure accuracy, with relevant data and records made available to the Buyer upon request.
- The Seller shall promptly notify the Buyer of any planned maintenance or scheduled outages that may affect energy delivery, providing reasonable advance notice along with expected timelines. In the event of unplanned outages or disruptions, the Seller shall use all reasonable efforts to restore operations at the earliest and mitigate the impact on the Buyer. Furthermore, the Seller shall ensure that the performance of the Power Plant does not adversely affect the grid or cause voltage fluctuations, harmonics, or other technical disturbances.
- OBLIGATIONS OF THE BUYER
- The Buyer shall be responsible for accepting delivery of the energy generated by the Seller in accordance with the terms and specifications set out in this Agreement. The Buyer shall make timely payments to the Seller based on the invoices issued and in accordance with the agreed billing and settlement provisions.
- The Buyer shall cooperate with the Seller in facilitating access to interconnection facilities, metering equipment, and any documentation required for regulatory or operational compliance.
- The Buyer shall ensure that the energy purchased is utilized in accordance with applicable laws, grid codes, and regulatory guidelines. In the event of any disputes concerning metering, billing, or delivery, the Buyer shall follow the procedures laid out in this Agreement for dispute resolution and shall act in good faith to resolve such matters expeditiously.
- RENEWAL
- This Agreement may be extended by either Party for a single additional period of [INSERT AGREED RENEWAL TERM] years, on the terms defined by this Agreement, provided that:
- The Party seeking an extension has made a prior written request to extend the agreement to the other Party, such request to be made not more than [INSERT TERM FOR WRITTEN REQUEST FOR EXTENSION] months or years and not less than [INSERT MONTHS] months before the end of the initial term of this Agreement;
- This Agreement may be extended by either Party for a single additional period of [INSERT AGREED RENEWAL TERM] years, on the terms defined by this Agreement, provided that:
- SALE OF ENERGY
- The Seller agrees to sell [INSERT QUANTITY; such as maximum quantity or lesser that can be produced out of power plant] of electrical energy per [INSERT TIME PERIOD IN MONTH/QUARTER/YEAR] produced by the Power Plant to the Buyer.
- The Buyer agrees to purchase the electrical energy on a take and pay basis, in accordance with agreed terms between the parties.
- PAYMENTS AND BILLING
- The amount of the payments due from Buyer to Seller for Electrical Energy Output from the Power Plant shall be calculated [INSERT CALCULATION OF PAYMENTS].
- The Buyer agrees to pay the amount mentioned in the invoice within [INSERT DAYS OF PAYMENT WITHIN GENERATION OF INVOICE] business days. The payment shall be made via [INSERT MODE OF PAYMENT].
- Payments not made after the due date or in case of default, the seller may charge [INSERT PERCENTAGE IN PAYMENT DEFAULT] % of interest or maximum interest rate as per applicable law on a daily basis until the payment has been made.
- PERMITS AND LICENSES
- Seller, at its sole cost and expense, shall acquire and maintain in effect all permits, licenses and approvals required by all local agencies, commissions and authorities with jurisdiction over Seller or the Power Plant, so that Seller may lawfully perform its obligations under this Agreement.
- Buyer shall cooperate with Seller by providing requested documentation or other confirmation required, subject to the confidentiality in this agreement.
- INTERCONNECTION PROCESS
- In accordance with the terms of this agreement, the Seller shall be responsible for installing, at its own expense, all auxiliary and interconnecting equipment on seller’s side of the Interconnection Point, including but not limited to, the equipment required for the Interconnection Facilities and transmission line connections to the Buyer’s Location.
- The Interconnection process shall be carried out in compliance with all the Applicable laws, Regulations and Industry Practices.
- The costs associated with the interconnection, including but not limited to those related to grid upgrades or modifications, shall be allocated as follows: [INSERT INTERCONNECTION COSTS].
- INTERCONNECTION EQUIPMENTS
- The Seller shall be responsible for all the necessary and protective interconnection equipments, these shall include but not be limited to: Power transformer; current & potential transformers; Circuit breaker (to be resolved with completion of design); disconnect switches and grounding system, interconnecting wiring, all as necessary and required.
- [INSERT ANY OTHER REQUIRED INTERCONNECTION EQUIPMENT].
- The Seller shall be responsible for all the necessary and protective interconnection equipments, these shall include but not be limited to: Power transformer; current & potential transformers; Circuit breaker (to be resolved with completion of design); disconnect switches and grounding system, interconnecting wiring, all as necessary and required.
- TECHNICAL REQUIREMENTS
- The Seller shall meet all technical standards and specifications necessary for safe and reliable grid connection. Any upgrades or modifications required to the Power Plant must comply with technical standards and shall be the responsibility of the Seller.
- METER INSTALLATION AND OWNERSHIP
- The Seller shall be responsible for the installation, ownership, maintenance, and calibration of the meters required to measure the electricity generated or delivered by the power Plant. The meters shall comply with all applicable legal and regulatory standards.
- The Buyer shall have the right to review and approve the specifications of the meters before installation.
- METERING ACCURACY AND TESTING:
- The meters shall be accurate and capable of recording the quantity of electricity generated or delivered with precision.
- The Seller shall conduct periodic testing and calibration of the meters in accordance with industry standards and any applicable regulations.
- The Buyer shall have the right to witness and verify the testing and calibration process upon reasonable notice.
- Buyer shall read the Metering System for the purpose of measuring the Energy Output of the Power Plant after giving reasonable notice to the Seller. At its option, Seller may be present when the meter is read. Seller may request a test of the accuracy of the Metering System, at Buyer’s expense, [INSERT FREQUENCY OF READING OF METERING SYSTEM] times per year. Seller may have the Metering System tested at its own expense at any time.
- DATA ACCESS AND REPORTING:
- The Seller shall provide the Buyer with access to metering data and records, including real-time data, on a regular basis and in a format agreed upon by both parties.
- The Seller shall maintain complete and accurate records of electricity generation or delivery and make these records available for inspection by the Buyer or relevant regulatory authorities upon request.
- BILLING AND SETTLEMENT
- Billing for the electricity generated or delivered shall be based on the data recorded by the meters. The Buyer shall record the reading of the meters in a timely manner [INSERT TIMEFRAME]. The billing period and payment terms shall be as specified in this Agreement.
- In the event of a dispute regarding meter readings or data accuracy, the parties shall follow the dispute resolution procedures outlined in this Agreement.
- METER REPLACEMENT AND MAINTENANCE
- In the event of meter malfunction or failure, the Seller shall promptly replace or repair the meter at its own expense.
- The Buyer shall be promptly notified of any meter replacement or maintenance activities.
- OPERATION AND MAINTENANCE
- During the term of this Agreement, Seller shall operate and maintain the Power Plant in accordance with the technical specifications and requirements set out in this agreement [INSERT TECHNICAL SPECIFICATIONS].
- The Seller shall be responsible for the ongoing operation and maintenance of the Power Plant, including the interconnection components.
- The Seller shall promptly address any issues or disruptions in the interconnection or in metering system.
- OUTAGES
- In the event of an Outage, the Seller shall promptly notify the Buyer in writing, providing the following information:
- Date and time of the outage.
- Anticipated duration of the outage
- Cause of the outage, if known.
- Actions being taken to restore operations
- In the case of planned maintenance or scheduled outages, the Seller shall provide the Buyer with reasonable advance notice specifying the date, time, and expected duration of the planned Outage.
- The Seller shall use its best efforts to schedule planned Outages during times that minimize disruption to the Buyer
- In the event of an Outage, the Seller shall promptly notify the Buyer in writing, providing the following information:
- REMEDIES FOR UNPLANNED OUTAGES
- In the case of an unplanned Outage, the Seller shall use its best efforts to restore the Electricity Generating Facility to full operation as soon as possible.
- During an unplanned Outage, the Seller shall make all reasonable efforts to minimize any adverse impacts on the Buyer.
- The Buyer shall have the right to receive compensation or credits for electricity not delivered during the unplanned Outage.
- The Seller shall maintain records of all Outages, including their causes, durations, and the actions taken to address them, and shall provide such records to the Buyer upon request.
- MUTUAL WARRANTIES AND COVENANTS OF THE PARTIES
- Each Party warrants to the other that:
- It is duly formed, validly existing and in good standing under the laws of [INSERT COUNTRY OF APPLICABLE LAWS] and is qualified to do business in [INSERT COUNTRY WHERE THE POWER PLANT IS LOCATED] and has complied with all applicable laws;
- It has full power to carry on business and to enter into, legally bind itself by, and perform its obligations under this Agreement;
- The signatories to this Agreement on its behalf are duly authorized and competent to execute and deliver this Agreement as being valid and legally binding on it;
- The execution, delivery, and performance of this Agreement, subject to the granting and maintenance of the Relevant Consents, does not, and will not, constitute a violation of any legal or contractual constraint validly applied to Seller.
- There are, to the best of its knowledge, no existing or threatened legal, contractual, or financial matters of any kind that could reasonably be expected to affect materially either its ability to perform its obligations under this Agreement or the enforceability of this Agreement; and
- No information given by it in relation to this Agreement contains any material misstatement of fact or omits to state a fact that would be materially adverse to the enforcement of the rights and remedies of the other Party.
- Each Party warrants to the other that:
- SELLER COVENANTS
- Seller hereby covenants as follows:
- Unless otherwise stated in this Agreement, the Seller shall own, operate and maintain the Power Plant or any part thereof in accordance with this Agreement and all laws, rules, regulations and ordinances that are enforceable or binding upon Seller.
- Seller shall successfully complete the test operations as and when required for the Power Plant.
- Seller shall operate and maintain the Power Plant in such a manner so as not to have an adverse effect on Buyer voltage level and/or voltage waveform, power factor and frequency or produce adverse levels of voltage flicker and/or voltage harmonics.
- BUYER COVENANTS
- Buyer covenants to make the payments for Net Energy Output as required by this Agreement.
- The Buyer Covenants to use the generated electricity in accordance with applicable law and regulations.
- INSURANCE
- At all times during the term of this Agreement, each Party shall obtain and maintain at its own cost insurance coverage for the facilities relating to the Power Plant within its ownership sufficient to indemnify that party or any successful claimant against loss or damage arising with respect to that facility. Such Insurance shall include the types of coverage usually maintained in respect of facilities of this kind.
- TERMINATION
- Either party may terminate this Agreement for material breach on [INSERT THE NUMBER OF DAYS] days' written notice with opportunity to cure; provided termination will become effective immediately upon such notice, without opportunity to cure, if:
- this Agreement provides a specific date or period for performance of the obligation breached; or
- the injury caused by the breach is of a type that cannot be materially reduced by the breaching party during the cure period.
- Upon expiration or termination of this Agreement, all rights and obligations of the parties shall immediately cease, except for those obligations that have accrued prior to the effective date of termination. Specifically, any outstanding payment obligations, as well as any liabilities or breaches incurred before termination, shall remain fully enforceable. No new rights or obligations shall arise or be enforceable following termination, except for those expressly provided to survive termination within this Agreement.
- If this Agreement is terminated in accordance with its termination provisions, it shall become null and void and have no further force or effect, except that the Parties shall continue to be bound by its provisions regarding confidentiality and restrictions on announcements, indemnification, confidentiality, non-solicitation, non-disparagement, notices, miscellaneous matters, and governing law and dispute resolution. Nothing in this clause shall release any Party from any liability for any breach of this Agreement occurring prior to the effective date of such termination.
- INDEMNIFICATION
- Each party (“Indemnifying Party”) shall indemnify, defend, and hold harmless the other party, its affiliates, officers, directors, employees, agents, successors, and assigns (“Indemnified Party”) from and against any and all claims, demands, actions, suits, or proceedings initiated by third parties, as well as any resulting liabilities, damages, losses, costs, and expenses, including reasonable attorneys’ fees, to the extent such claims arise from;
- any breach by the Indemnifying Party of its covenants, agreements, or obligations under this Agreement;
- any inaccuracy or material misrepresentation in the representations or warranties made by the Indemnifying Party; or
- any claim that the use, licensing, or commercialization of intellectual property or proprietary rights by the Indemnifying Party infringes, misappropriates, or otherwise violates the rights of any third party. The Indemnified Party shall provide prompt written notice of any claim for which indemnification is sought, and the Indemnifying Party shall have the right to assume and control the defence with counsel of its choosing, subject to the Indemnified Party’s reasonable approval.
- The Indemnified Party shall cooperate in good faith, and while it may participate in the defence at its own expense, the Indemnifying Party shall not settle any claim without the Indemnified Party’s prior written consent if such settlement imposes liability, does not provide a full release, or includes an admission of wrongdoing. Indemnification shall not apply to the extent that the claim arises from the Indemnified Party’s own wilful misconduct, negligence, or material breach of this Agreement.
- Each party (“Indemnifying Party”) shall indemnify, defend, and hold harmless the other party, its affiliates, officers, directors, employees, agents, successors, and assigns (“Indemnified Party”) from and against any and all claims, demands, actions, suits, or proceedings initiated by third parties, as well as any resulting liabilities, damages, losses, costs, and expenses, including reasonable attorneys’ fees, to the extent such claims arise from;
- LIMITATION OF LIABILITY
- In no event shall either party be liable to the other party for any indirect, incidental, consequential, special or exemplary damages, including without limitation, business interruption, loss of or unauthorized access to information, damages for loss of equipments incurred by the other party arising out of the services provided under this agreement, even if such party has been advised of the possibility of such damages, In no event will neither party’s liability on any claim, loss nor liability arising out of or connected with this agreement shall exceed the amounts paid to the Seller by Buyer.
- DISPUTE RESOLUTION
- The Parties shall endeavour to resolve any differences of opinion which may arise between them with respect to the provisions of this Agreement by negotiation between themselves personally or with the assistance of their attorneys and unless in the opinion of any party, acting reasonably, the matter in dispute is of such significant nature to warrant it being addressed otherwise, no party shall commence any public proceedings until the negotiations have failed to produce a resolution. In furtherance of the provisions of this paragraph, all Parties hereby agree to make themselves available on short notice and to negotiate promptly and in good faith, any matter any party may wish to negotiate.
- All disputes arising under this agreement shall be governed by and interpreted in accordance with the Arbitration laws of [INSERT COUNTRY/STATE OF ARBITRATION] , without regard to principles of conflict of laws. The parties to this agreement will submit all disputes arising under this Agreement to Arbitration in [INSERT COUNTRY/STATE OF ARBITRATION] before a single arbitrator . The arbitrator shall be selected by mutual agreement of the parties. The venue of Arbitration proceedings shall be [INSERT NAME OF COUNTRY AND CITY WHERE ARBITRATION SHALL BE CONDUCTED] No party to this agreement will challenge the jurisdiction or venue provisions as provided in this section. The decision of the Arbitrator shall be final and binding upon the parties.
- APPLICABLE LAW
- This Agreement shall be governed by and constructed in accordance with the Laws, rules, orders and regulations of [INSERT THE COUNTRY/STATE OF APPLICABLE LAWS].
- The Parties shall resolve all disputes in connection with the validity or interpretation of this Agreement, unless otherwise expressly stated in the Agreement, in the following manner:
- By direct negotiations between the Seller and Buyer.
- If negotiations between the parties are unsuccessful, the matter shall be referred to the competent court sitting at [INSERT THE PLACE OF THE COURT WHICH SHALL HAVE EXCLUSIVE JURISDICTION IN CASE OF UNSUCCESSFUL NEGOTIATION] which shall have exclusive jurisdiction in all matters arising there from unless otherwise agreed between the Parties in writing.
- FORCE MAJEURE
- Neither party shall be held liable for any failure or delay in performing its obligations under this Agreement if such failure or delay is caused by events beyond the reasonable control of the affected party, including but not limited to acts of God, natural disasters (e.g., floods, earthquakes, hurricanes), war, terrorism, riots, labour strikes, governmental actions, epidemics or pandemics, power outages, or other similar events ("Force Majeure Events").The affected party shall promptly notify the other party in writing of the occurrence of a Force Majeure Event, providing reasonable details of the event, its expected duration, and the steps being taken to mitigate its impact. Failure to provide timely notice may result in the affected party forfeiting its rights under this clause. If a Force Majeure Event continues for a period exceeding [INSERT THE NUMBER OF DAYS CONSTITUTING PERIOD EXCEEDING WHICH, IF THE FORCE MAJEURE CONTINUES, EITHER PARTY MAY TERMINATE THE AGREEMENT] days, either party may terminate this Agreement upon written notice to the other party without further liability, except for obligations accrued prior to the Force Majeure Event.
- NOTICES
- Any notice, request, demand, consent or other communication required or permitted under this Agreement shall be in writing and sent either via email on the email address as provided by the parties and shall be considered sent when the email is sent to the correct email address of the party or shall be given by personal delivery (including courier) by certified mail (confirmed by mail) addressed to the party for which it is intended at the address below and shall be deemed to be given on the day of delivery or transmission if within during normal business hours, or, if after business hours, on the next following Business Day, or if mailed by registered or certified mail, on the day which is [INSERT THE APPLICABLE NUMBER OF BUSINESS DAYS WITHIN WHICH THE NOTICE WILL BE DEEMED SERVED] Business Days after such notice is mailed during normal postal conditions. In the event of a postal disruption, any notice mailed will be deemed received on the) [INSERT THE APPLICABLE NUMBER OF BUSINESS DAYS WITHIN WHICH THE NOTICE WILL BE DEEMED SERVED] Business Day following resumption of regular postal service:
- If to the Buyer: [INSERT EMAIL ID OR/AND ADDRESS OF THE BUYER]
- If to the Seller: [INSERT EMAIL ID OR/AND ADDRESS OF THE SELLER]
- Either party may change its address/email address for notices and other communications upon notice to the other party in the manner aforesaid.
- Any notice, request, demand, consent or other communication required or permitted under this Agreement shall be in writing and sent either via email on the email address as provided by the parties and shall be considered sent when the email is sent to the correct email address of the party or shall be given by personal delivery (including courier) by certified mail (confirmed by mail) addressed to the party for which it is intended at the address below and shall be deemed to be given on the day of delivery or transmission if within during normal business hours, or, if after business hours, on the next following Business Day, or if mailed by registered or certified mail, on the day which is [INSERT THE APPLICABLE NUMBER OF BUSINESS DAYS WITHIN WHICH THE NOTICE WILL BE DEEMED SERVED] Business Days after such notice is mailed during normal postal conditions. In the event of a postal disruption, any notice mailed will be deemed received on the) [INSERT THE APPLICABLE NUMBER OF BUSINESS DAYS WITHIN WHICH THE NOTICE WILL BE DEEMED SERVED] Business Day following resumption of regular postal service:
- MISCELLANEOUS
- Modifications: Except as otherwise provided herein this Agreement shall not be amended or otherwise modified unless the modification or amendment is done in writing, signed and has been mutually agreed by both the parties.
- Language: The language of all communications between the parties pursuant to this Agreement, including notices and reports, will be the [INSERT LANGUAGE OF ALL COMMUNICATION].
- Severability: If any provision of this Agreement shall, to any extent, be held to be invalid or unenforceable, it shall be deemed to be separate and severable from the remaining provisions of this Agreement, which shall remain in full force and effect and be binding as though the invalid or unenforceable provision had not been included.
- Entire agreement: This agreement along with all the Exhibits constitutes the entire understanding and agreement of the parties with respect to its subject matter and supersedes all prior and contemporaneous agreements or understandings, inducements or conditions, express or implied, written or oral, between the parties. This Agreement may be executed in identical duplicate counterparts, each of which shall be deemed an original, and both of which together shall constitute one and the same instrument.
- No Waiver: Any failure or delay of any Party hereto in exercising any right or privilege with respect to this Agreement shall not be construed to be a waiver or to affect the validity of any part of the Agreement and shall not retrain any of the Parties to enforce any of the provisions of the Agreement.
- Amendments and Assignments: Any amendments to this Agreement shall be made, only if, both Parties agree upon such amendment in writing. This Agreement shall not be assigned by either party without the express, written consent of the other party.
- Headings: The headings upon the various sections are solely for convenience and reference only and shall not affect the scope, meaning, intent or interpretation of the provisions of this Agreement, nor shall such headings otherwise be given any legal effect.
- INDEPENDENT LEGAL ADVICE
- The Parties are advised to seek independent legal counsel before entering into this Agreement. Each Party acknowledges that they have been given a reasonable opportunity to consult with an attorney of their choosing regarding the terms, conditions, and obligations set forth in this Agreement, including any restrictions or commitments imposed herein.
- By signing this Agreement, the Parties confirm that they have either sought such independent legal advice or voluntarily chosen to proceed without it. Each Party further represents that they are entering into this Agreement knowingly, voluntarily, and with a full understanding of its provisions. The Parties acknowledge that they are not relying on any statements, promises, or representations made by the other Party or any representative thereof that are not expressly included in this Agreement.
- DECLARATION
- The Parties hereby acknowledge that the terms herein have been read, fully understood, and expressly agreed to, and hereby commit to performing their obligations with due diligence, honesty, and in good faith. The Parties hereby agree to foster a collaborative environment that promotes transparent communication and timely resolution of any issues, thereby ensuring compliance with all applicable laws and industry best practices.
IN WITNESS WHEREOF, the parties, intending to be legally bound, have each executed this agreement as of the effective date.
Signed, sealed and delivered on behalf of Seller
Name: [INSERT NAME OF THE SELLER/SIGNING AUTHORITY]
Signature:
Date: [INSERT SIGNING DATE OF THE SELLER]
Signed, sealed and delivered on behalf of Buyer
Name: [INSERT NAME OF THE BUYER/SIGNING AUTHORITY]
Signature:
Date: [INSERT SIGNING DATE OF THE BUYER]