各位英文好的大大们，可以帮忙解释下合约的内容吗？有哪一方面应该注意？ 1.
Invoicing & Payment: Vendor willinvoice for all goods and services provided hereunder within one hundred twenty(120) days of providing same. After expiration of that time, Vendor waives theright to receive payment of such invoices. Vendor shall not assign its rights to payments received hereunder.Vendor agrees that all forms of payment (check, draft, etc.) that remainun-cashed for a period of two years from the date of the payment instrumentshall be conclusively deemed forfeited to CWW in whole and Vendor shall not beentitled to further payment. 2.
Term: This Agreement shall be for a termof one year from the date of approval by CWW of the Application, subject toearly termination as set forth below. The term shall automatically renew foradditional one (I) year terms unless cancelled by either party by providingwritten notice to the other party at least sixty days prior to an anniversarydate of the Agreement. 3.
Assignment: This Agreement may not beassigned by Vendor in whole or in part without the prior written consent ofCWW, which consent may be withheld in CWW’s discretion. Notwithstanding theforegoing, Vendor shall not assign any payment or rights to payment duehereunder to any third party. 4.
Termination: CWW can cancel the Agreementwith or without cause on fifteen (15) days priornotice to Vendor. There is no minimum amount of orders that need to be placedhereunder. This is a non-exclusive agreement and CWW can purchase the productsor services from other vendors. Vendormay terminate this Agreement orany Statement of Work issued hereunder,for cause, upon giving at least thirty (30) days prior written notice to CWW inthe event that CWW has breached any of the terms or conditions hereof and suchbreach has not been cured within this notice period. 5.
Insurance: Vendor shall maintain at itsown expense, during the term of this Agreement, at least the forms and amountsof insurance set forth below: a.
CommercialGeneral Liability -$1,000,000per occurrence to include blanket contractual liability, broad form propertydamage, personal injury, and product liability where applicable and naming CWWas an additional insured. b.
Worker’sCompensation -statutorylimits for the state of services required to include waiver of subrogation infavor of CWW. c.
Garagekeepers Liability -whereVendor is supplying automotive related services, $1,000,000 per occurrence d.
CommercialAutomobile Liability -$1,000,000per occurrence e.
ExcessLiability Insurance -$1,000,000 per occurrence f.
CargoInsurance -MotorCarriers are required to carry Cargo Insurance at levels sufficient to meet CWWcustomer requirements. Policiesto be issued by insurers authorized to do business in all the states where theservices or products are to be provided. Prior to commencing the provision ofthe products or services, Vendor shall provide to CWW certificates of insuranceevidencing the insurance required hereunder, which certificate shall include astatement that CWW will be provided thirty (30) days prior notice of anycancellation, coverage reduction or other material change in insurancecoverage. Atleast thirty (30) days prior to the effective date of any expiration of requiredcoverage, Vendor shall provide CWW with replacement certificates of insurancecomplying with the amounts and coverage set out herein. 5.AIf your company does not carry insurance please indicate that is the case byprinting on the line below that you do not have insurance and signing. _______________________________________________________________________________ 6.
Indemnification: Vendorshall be responsible for and shall indemnify and save harmless CWW, itsaffiliated entities, and their employees and agents against any and all loss,claim, or damage, including reasonable attorneys’ fees and court costs arisingout of or resulting from (i) the negligent or intentional acts or omissions ofVendor, its employees, agents or subcontractors (ii) Vendor or any of itsemployees, agents, or subcontractors failure to comply with applicable federal,state or local laws, regulations, or orders, (iii) breach of any obligation ofVendor under this Agreement, and (iv) any claim for personal injury or worker’s compensationbenefits of Vendor’s employees related to the provision of services or productshereunder (regardless of the cause or the negligence of CWW, its employees,agents or subcontractors). 7.
Jurisdiction and Venue: ThisAgreement shall be construed and enforced in accordance with the laws of theState of Texas, excluding conflict of law principles. Any legal proceedingrelating to this Agreement shall be brought and heard in a federal or statecourt of competent jurisdiction located in Harris County, Texas. 8.
Solicitation of CWW Employees: Vendoragrees that it shall not at any time during the term of this Agreement and fora period of one year thereafter, directly or indirectly solicit, contact, hireor entice any employee of CWW, as a supervisory level or above (a) for possibleemployment or engagement of such employee in any business; or (b) to terminatehis/her employment with CWW. If Vendor breaches the terms of this paragraph,Vendor shall pay to CWW upon demand, an amount equal to two times (2x) thetotal annualized compensation (including bonus or any other monetary incentive)of such CWW employee. | 
发表于 27-12-2011 10:40 PM
变色卡
千斤顶
楼主
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好吧~反正之后那公司会派人跟我解释合约内容,其实我想知道这里面有么有什么诡计陷阱之类的罢了~如果你觉得有问题的条约可以提醒下我哦~
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