Foreign Processing Contract
Preamble
This Foreign Processing Contract (hereinafter referred to as the Contract) is made and entered in to by and between [Name 1], who is domiciled at [Address] (hereinafter referred to as the Owner), and [ Name 2], who is domiciled at [Address] (hereinafter referred to as the Processor), (hereinafter referred in singular form as the Party (ies)).
WHEREAS, the Owner has contracted the Processor to process [Name of Material] (hereinafter referred to as the Material) as instructed by the Owner and in accordance with the terms of this Contract.
NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is acknowledged, the Parties hereto agree as follows:
1. Scope of Work. The Processor hereby agrees to provide the following services to the Owner: (i) process the Material in accordance with the Owners instructions; (ii) monitor the processing of the Material with care and attention; and (iii) retain records relating to the processing of the Material in accordance with Section 3.
2. Payment. The Processor shall be compensated at a rate of [Amount] per [Measurement] of Material processed, as agreed upon by the parties hereto, or as otherwise provided in this Contract. Payment shall be due to the Processor upon completion of the processing of the Material, or as otherwise provided in this Contract.
3. Records. The Processor shall retain records of the Materials processing and its history, and shall provide a copy of the records to the Owner upon request or as otherwise provided in this Contract. The Processor agrees to ensure the accuracy and completeness of the records to the reasonable satisfaction of the Owner.
4. Inspection. The Processor shall permit the Owner to inspect the processing of the Material at all reasonable times, and upon reasonable advance notice.
5. Indemnification. The Processor shall indemnify and hold harmless the Owner from any and all losses, liabilities, damages, costs and expenses that the Owner may suffer or incur in relation to the Processors performance of its duties under this Contract.
6. Severability. In the event that any provision or portion of this Contract is deemed to be unenforceable, invalid or illegal, such provision or portion shall be severed from the remainder of this Contract and all other provisions shall remain in full force and effect.
7. Amendment. This Contract may be amended, modified or supplemented from time to time only by the mutual agreement of the Parties in writing.
8. Governing Law. This Contract is to be construed and enforced in accordance with the laws of the [Jurisdiction] and the Parties agree to submit to the exclusive jurisdiction of the courts of the [Jurisdiction] with respect to this Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Contract as of the date written below.
[Name 1], Owner
[Name 2], Processor
DATED: ____________
