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______________
BETWEEN
PT PRIMATAMA KONSTRUKSI
As Buyer
AND
______________
Agreement page 1 of 9
AGREEMENT
Agreement page 2 of 9
WHEREAS, the FIRST PARTY is the company engaged in Power
Engineering and Power Rent.
WHEREAS, the SECOND PARTY is a company engaged in the selling of
batteries, with different types / kinds.
WHEREAS the SECOND PARTY has received payment in the amount of
IDR ________ for the purchase of _____ unit of batteries type from the FIRST
PARTY on ... month .... year two thousand eleven (...-...- 2011)
Article 1
Purposes and Objectives
Article 2
Scope of the Agreement
Terms and conditions set forth in this Agreement are regarding the provision
of warranty or guarantee of quality and condition of battery types ___ to be
given by the SECOND PARTY to the FIRST PARTY.
Article 3
Rights and Obligations of the Parties
Agreement page 3 of 9
Pursuant to this agreement, rights and obligations of the parties are set as
follows:
1. Rights and obligations of the FIRST PARTY
a. The FIRST PARTY has the right of warranty or guarantee within 3
(three) years from the SECOND PARTY, in the form of
replacement of the goods from the SECOND PARTY in the event
of damage to the goods due to fault of the SECOND PARTY.
b. The FIRST PARTY is entitled to payment of compensation from
the FIRST PARTY at the price of CIF goods from Jakarta plus
shipping costs to locations where the SECOND PARTY conduct a
tort (breach of contract) in the process of replacement the goods.
c. The FIRST PARTY when using Battery type ___ is obliged to follow
the standard operation of the use of which has been determined
by the SECOND PARTY.
d. The FIRST PARTY is entitled to all data and information which
considered as relevant and related to this agreement from the
SECOND PARTY.
2. Rights and obligations of the SECOND PARTY
a. The SECOND PARTY is obliged to ensure that the quality and
condition of battery type ___ purchased by the FIRST PARTY is in
good condition and that the SECOND PARTY is liable for any
losses incurred due to any design fault, manufacturing error or
error in delivery from the battery type ___.
b. The SECOND PARTY shall provide warranty or guarantee in the
form of goods replacement to the first party within 3 (three)
years to the FIRST PARTY, if there is damage to the goods which
was not caused by or caused by errors from the FIRST PARTY.
c. The SECOND PARTY is obliged to replace damaged goods with
the new ones during the warranty period if the battery capacity
purchased by the FIRST PARTY was less than 60%.
Agreement page 4 of 9
d. The SECOND PARTY shall provide free maintenance to the goods
that have been purchased by the FIRST PARTY as long as the
warranty period or at least within 3 (three) years since the goods
are bought by the FIRST PARTY.
e. The SECOND PARTY is obliged to replace the damaged Battery
type ___ by the new Battery type ... to the PARTY FIRST, within 6
(six) weeks after the date when the written notice of claim was
submitted by the SECOND PARTY to the FIRST PARTY.
f. The SECOND PARTY is responsible for all losses and claims
arising to the FIRST PARTY by the THIRD PARTIES as a result of
the failure or negligence from the SECOND PARTY within a period
to meet the replacement of damaged goods with the new goods.
g. BOTH PARTIES are responsible for any losses suffered by the
FIRST PARTY which occurs due to the damage of the Battery type
... whereas the damage occurs because of an error SECOND
PARTY.
h. the SECOND PARTY is obliged to ensure that the object of the
selling, which is Battery type ___ not against the law of the
Intellectual Property Rights (IPR), and not derived from criminal
acts. In the event of there is a lawsuit against the the FIRST
PARTY sued by the THIRD PARTIES in connection with the
aforementioned reasons above, it will be under the responsibility
of the SECOND PARTY to settle lawsuits by their own cost and
risk, and the SECOND PARTY agrees to free the FIRST PARTY from
any legal action either in court or in any other forum.
i. The SECOND PARTY is responsible for all losses suffered by the
FIRST PARTY which arises from the use of Battery type ... which
violate Intellectual Property Rights (IPR).
j. In the event of default by the FIRST PARTY in the process of
replacing the goods, the SECOND PARTY is obliged to pay
Agreement page 5 of 9
compensation to the FIRST PARTY at the price of CIF goods from
Jakarta plus shipping costs to the location.
k. The SECOND PARTY shall provide all data and information which
are considered to be relevant and related to this agreement to
the FIRST PARTY.
l. The SECOND PARTY shall not and not allowed to transfer this
Agreement to the third parties or to any other parties.
Article 4
The Term of the Agreement
Article 5
Force Majeure
1. This agreement is governed by, subject to, and interpreted under the
laws of the Republic of Indonesia.
2. Any disagreements occurred in the implementation of this agreement
will be resolved based on good faith by way of consensus agreement.
3. If the deliberation and consensus way does not reach an agreement
then both parties agree to settle the dispute through the Indonesian
National Arbitration Board (BANI), the arbitration panel consisting of 3
(three) arbitrators where 1 (one) arbitrator appointed by the FIRST
PARTY, 1 (one) arbitrator appointed by the SECOND PARTY, and 1 (one)
another arbitrator appointed jointly by both parties. If within 30 (thirty)
days the Parties do not reach agreement on such appointment, then
the third arbitrator is determined by the Chief of BANI. Arbitration
proceedings conducted under the provisions and regulations in BANI,
and the decision taken by BANI is final and binding for the parties.
Article 7
Agreement page 7 of 9
Correspondence
Article 8
Amendments
Another provisions that have not been regulated in this agreement, including
extensions and / or changes in the articles will be specified later based on
the agreement of the Parties, which shall be in the form of an addendum in
writing to be signed by both parties and shall, thereafter form and become an
integral part of this contract.
Article 9
Additional Provisions
Agreement page 8 of 9
3. The failure of either party to demand the implementation of any
provision of the treaty by the other party at any certain time will not
affect its right to demand the implementation of these provisions for
the implementation of time thereafter. The waiver of either party upon
a breach of a treaty provision can not be construed as an exemption
for subsequent violations of these provisions.
4. The Parties or their successor or their successors of his rights is legally
bound by all the terms and conditions set forth in this agreement.
5. The Parties agree not to disclose, use copy or transfer documents,
data, information and any product which is owned by one party to a
third party even though the agreement has been expired or
terminated.
Article 10
Closing
Hereby, this agreement signed by both parties on the day and date at the
beginning of the agreement, made in duplicate 2 (two) on paper stamped
enough for each side and having the same legal power.
Materai
6000
Agreement page 9 of 9