Membership Contract
This agreement is entered into this ________
day of _________ 1999 between
____________________________(hereinafter referred to as
"member") and Western Professional Purchasing
(hereinafter referred to as "Western"). Member agrees to
participate in Western according to the terms and conditions set
forth below:
1. Members are free to purchase supplies or
laboratory services from whatever source desired, regardless of
whether or not that source participates as a supplier to Western.
2. Each participating supplier will be
authorized to send statements of account to Western for the
members purchases. The member will place orders directly with
suppliers and will receive the orders directly from suppliers.
Diskettes, modem files, copies of invoices, or a computer
print-out will be sent to Western.
3. The member agrees to deal directly with each
supplier regarding any returns, credits, or complaints. Western
assumes no liability or responsibility for any disputes between
supplier and member.
4. Around the 8th of each month, Western will
send statements of account to each member for the purchases each
member made during the prior month. Western passes on to the
member the discounts offered for the volume done during the month.
Many of our suppliers are discounting the invoices
they send to the member, which makes it easier for Western to
administer. These net invoices are
billed by Western without any change at the normal billing time.
5. Western charges members a 3%
administrative fee for maintaining and
managing the group. If the administrative fee for any month is
less than $1.00, the minimum fee will be set at $1.00. Again, this
administrative cost is based on the amount billed to the member
through Western. If you are willing to download your
monthly statement from the internet, relieving us from the
necessity to mail your statement, we will reduce
the administrative fee to 2%.
6. The member agrees to pay Western for its
purchases no later than the 20th of the month. On
occasion more than one statement may be sent, but this is only if
Western is billed late by a supplier. Payments postmarked
by the 20th will be viewed as on
time. Payments mailed
by a member after the 20th of the month are subject to
additional service charges. These charges are double the
administrative fee. Every seven days thereafter, a 4% service fee
will be added until the bill is paid in full. In addition the
member may be put on credit hold with suppliers or expelled from the group by the administrator at his
sole discretion.
7. As determined by Western, a new member may
be required to furnish to Western an irrevocable standby letter of
credit for $10,000.00 to the Western Bank, 1525 East Pershing
Blvd, Cheyenne, WY 82001.
8. In the event the member is in default on any
of the terms contained in this contract, he agrees to pay Western
for all costs necessary in extracting performance, including
attorney fees if necessary.
9. This contract is for an indefinite term, but
may be terminated by Western for breach of the conditions in this
contract. The member may terminate the contract with 30 days
WRITTEN notice and is subject only to payment for those goods and
services purchased through the group. Any further use of the group
account numbers by the member after termination is subject to
payment at normal FRAMES Book wholesale
price.
10. The member will hold Western harmless and
indemnify Western against any product liability claims that may be
brought against Western in connection with any supplies or
laboratory services purchased by the member under Western's group
purchasing authority.
11. This agreement shall be governed by the
laws of Wyoming and may be modified only in writing by both
parties and signed by them.
FOR WESTERN PROFESSIONAL PURCHASING
___________________________________
Keith C. Eldred
MEMBER
___________________________________
___________________________________
PRINTED SIGNATURE
(IF CORPORATION, STATE NAME AND TITLE OF
OFFICER; IF PARTNERSHIP, STATE NAMES OF ALL PARTNERS).
Credit Information Form
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2029
Bluegrass Cir. 