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MEMBERSHIP AGREEMENT |
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| In CONSIDERATION of the mutual covenants and agreements set forth below, the parties agree that MEMBER be and is hereby appointed an Equipment Resources member of The OneSource National Buying Program for Products and Equipment at the address shown above, or on the attached hereto. |
I. Equipment Resources will: |
- Offer to sell to member for delivery such products and services as may from time-to-time be offered for sale by Equipment Resources and agrees to, from time-to-time, make available special pricing allowance, retail, wholesale and promotional incentives, fleet allocations, and other fleet and group purchase programs made available to Equipment Resources based on the collective buying power of The OneSource National Buying Program members, subject to the terms of this agreement.
- It being expressly understood that the sole purpose of the special pricing, incentives and programs is to help the members to remain competitive in the market place with others who are able to qualify for similar pricing.
- And that the products and services offered for sale and the prices at which they are offered are subject to change by Equipment Resources at any time without prior notice.
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| II. The member will: |
- Attempt to purchase the products and equipment offered by Equipment Resources to support the effort of the membership to increase the value to approved Equipment Resources suppliers in order to qualify for competitive pricing that is available in the market place. (It being expressly understood that each member reserves the right to purchase such products and equipment, for any reason, from any source the member so chooses.)
- Keep in the strictest confidence the terms of this agreement and all pricing, incentives, allowances, discounts, promotions and programs made available to the member, as well as by the non-disclosures of any and all such information in the event of termination of membership, for any reason.
- Maintain a satisfactory credit relationship with Equipment Resources, including but not limited to making payment on all invoices rendered by Equipment Resources on or before the due date established on the invoice, as well as any late charges that are assessed if member fails to pay when due. (It being understood that Equipment Resources may refuse to extend additional credit to member until any past due balance, unearned discounts and late charges have been paid and that member agrees to pay all cost and expenses of collection, including reasonable attorney fees, if any sum is placed with an attorney for collection.)
- Agrees to pay the membership fee that is applicable at the time of the parties entering into this Agreement. The fee is a one-time charge and is not refundable.
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| III. Member and Equipment Resources mutually agree: |
- This agreement encompasses all of the terms, conditions and representations of each party and supersedes any other arrangement discussed or Agreement entered into by member and Equipment Resources, and shall be governed by and construed in accordance with the laws of the state of South Carolina. Any action to enforce this Agreement or to collect any unpaid balances owed by member may be brought in the courts of South Carolina to whose jurisdiction both parties consent.
- This Agreement is personal in nature and is non-assignable and non-transferable. The transfer, liquidation, or closing of the member business will automatically cancel and terminate this Agreement. Nothing contained herein shall be construed in any manner to appoint member an agent for Equipment Resources.
- Equipment Resources has the right to choose and select customers and members and enter into a OneSource National Buying Program Member Agreement with other parties at Equipment Resources, sole choice and discretion.
- The Agreement may be amended at any time by Equipment Resources so long as Equipment Resources amends all existing Member Agreements at the same time.
- The terms of this Agreement shall be continuous, subject to the right of either party to terminate at any time, with or without cause, upon written or oral notice to either party.
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| The undersigned has read and understands the terms and conditions outlined in the Membership Agreement and agrees to abide by them. If any term or provision of this Agreement shall be rendered to any extent invalid or unenforceable by a court of competent jurisdiction, the remaining terms and provisions of this Agreement shall not be affected thereby and shall be valid and enforceable to the fullest extent permitted by law. |
Name: _________________________ Company: ______
Signature: ________________________Date: __________
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