Vendor Agreement
This agreement by and between Client.Name and Vendor.Name shall
commence on [Agreement.CreatedDate] will be considered agreed and valid upon signature by
both parties.
All activities and services provided by the Vendor will be supervised by the Client’s staff as
listed below and will be applicable to the following terms and conditions.
The scope of engagement portion of this vendor agreement template provides both parties an
area to acknowledge any and all terms in regards to the services the vendor will provide.
The Vendor will supply the following goods or services to the client, pursuant to the terms of this
vendor agreement:
(multi-line text field)
Payment Terms
The Client will accept invoices for fees due on a monthly basis, and will, upon validation of such
fees’ validity, make payment on a net-30 basis.
The Vendor will deal directly with the Client’s accounts payable department regarding all
Representation and Warranties
The Vendor hereby represents that they have the expertise, knowledge and experience needed
to provide the goods or services outlined in this vendor agreement.
The vendor agrees to uphold all laws and legal requirements of the state of
[Commission.State] .
Liability and Indemnification
The Vendor shall indemnify, defend, and hold the Client and its representatives harmless for
any loss or damage.
Furthermore, the Client agrees to hold the Vendor harmless against any loss or damage, save
in cases of gross misconduct or negligence by the Vendor or its representatives.
Other Terms

The Vendor agrees to purchase the necessary insurance during the term of this agreement and
upon request shall provide proof of such insurance to the Client.
Failure to Maintain Coverage
In the instance the Vendor should fail to maintain or provide proof of insurance, the Client shall
consider such actions to be a breach of this vendor agreement and will be grounds for
Independent Contractor
The Vendor shall be considered an independent contractor. This vendor agreement does not
establish an employer/employee relationship between the Client and Vendor, and no such
agreement shall be established at any time.
This vendor agreement shall be under the jurisdiction of the laws of [Commission.State] .
Therefore, any and all legal proceedings shall be conducted in the above state.
Either party may terminate this vendor agreement by providing written notice to the opposite
party within 10 days of the termination requested date.
Upon this vendor agreement’s termination, all unpaid debts up to the point of termination will be
due to the Vendor within 30 days.
Entire Understanding
This vendor agreement and any attachments shall be considered the entire agreement and shall
constitute the termination of any prior agreements including any written or verbal agreements.
Attorney Fees
If any legal action occurs the prevailing party shall be entitled to a refund of any and all costs
including attorney fees, court fees, and travel fees.
Any and all notification with regard to this vendor agreement shall be conducted in written form
and delivered either in person or via certified mail.
In the event either party becomes aware of a situation that may delay any portion of this vendor
agreement they will be allowed 5 days to provide written notice inclusive of all relevant
information to the other party.
By signing below, the Vendor acknowledges their understanding of the terms of doing business
with the Client, and agrees to abide by these terms at all times.