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What is a Price Agreement?
A price agreement, sometimes called a pricing agreement or a fixed price contract, is a legal contract between a service provider and a client that sets criteria of what services a contractor will provide for a set price. Price agreements are commonly used in government contract jobs, private construction jobs, and any jobs where companies are required to bid on projects.
Price agreements will vary based on the project and job, but some Information that is commonly found in a price agreement includes:
- A description of the products and pricing
- Terms and conditions
- Payment terms
- Signatures of all parties
Common Sections in Price Agreements
Below is a list of common sections included in Price Agreements. These sections are linked to the below sample agreement for you to explore.
Price Agreement Sample
[***] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both not material and would be competively harmful if publicly disclosed.
This Pricing Agreement (“Agreement”) replaces Pricing Agreement dated November 22, 2017 in its entirety and is entered into as of the date of last signature (“Effective Date”)by and between Personalis, Inc. (hereinafter “Personalis”), a California corporation, having a place of business at 1330 O’Brien Dr., Menlo Park CA 94025-1436, and Illumina, Inc., a Delaware corporation, having a place of business at 5200 Illumina Way, San Diego, CA 92122 (hereinafter “Seller”) referred to individually as “Party” and collectively as “Parties.”
WHEREAS, Personalis has requested from Seller certain product pricing, with such pricing to become effective if and when the products become commercially available; and
WHEREAS, Seller has provided such product pricing to Personalis, with such pricing to become effective if and when the products become commercially available;
NOW THEREFORE, in consideration of the mutual promises set forth herein, the Parties herby agree to the terms and conditions of the Agreement as follows:
Products and Pricing
Products shall be made available to Personalis for purchase pursuant to the pricing listed in Table 1.0.
“Product” or “Kit” means NovaSeq™ 5000/6000 S4 Reagent Kit.
“‘Specified Time Period’ means the applicable stated time period per Table 1.0.”
S4 Kit Pricing per Specified Time Period:
# of S4 Kits
On annual basis, Seller will issue Personalis a standing quote that will represent pricing for the Products made available to Personalis, consistent with Table 1.0 for the applicable Specified Time Period (“Standing Quote’”).
Standing Quotes will be valid during the Specified Time Period. With respect to such Standing Quote, for Products shipped during each Specified Time Period referenced in Table 1.0, Illumina shall make available to Customer the price corresponding to the number of Kits for which Customer has committed to use good faith efforts to purchase and take delivery of during such Specified Time Period. Purchase orders for Products shall be issued against the appropriate standing quote provided by Seller to Personalis.
Pricing offered in Table 1.0 is conditioned upon the following:
Terms and Conditions
If and when the Product is made commercially available, the Product shall be made available to Personalis for purchase exclusively pursuant to Seller’s then-current terms and conditions located at: https://www.illumina.com/content/dam/illumina-marketing/documents/terms-conditions/united-states/usa-terms-and-conditions-of-sale-general.pdf .
Seller will invoice upon shipment. For purchases against the Agreement only, all payments are due within [***] days of the date of the invoice. All amounts due shall be paid in the currency found on the invoice. If payment is made by wire or other electronic funds transfer, Personalis is solely responsible for any bank or other fees charged and will reimburse Seller for any such fees. If any payment is not made by the due date Seller may exercise all right and remedies available by law. Personalis shall pay for all costs (including reasonable attorneys’ fees) incurred by Seller in connection with the collection of late payments. Each purchase order is a separate, independent transaction, and Personalis has no right of set-off against other purchase orders or other transactions with Seller. Seller will determine payment terms on a per-order basis and may modify credit terms in its discretion. Any amounts not paid when due will accrue interest at the rate of [***], or the maximum amount allowed by law, if lower.
The Parties indicate their agreement by their signatures of their respective authorized representatives.
Security Exchange Commission - Edgar Database, EX-10.19 19 d677649dex1019.htm EX-10.19, Viewed October 12, 2021, https://www.sec.gov/Archives/edgar/data/0001527753/000119312519155338/d677649dex1019.htm.
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Meet some of our Price Agreement Lawyers
Pura Rodriguez, JD, MBA is the President and Managing Partner of A Physician’s Firm, based in Miami. She represents healthcare providers from different specialties in a broad range of issues, including contract review, business planning and transactions, mergers and acquisitions, vendor and contract disputes, risk management, fraud and abuse compliance (Anti-Kickback Statute and Stark), HIPAA compliance, medical staff credentialing, employment law, and federal and state regulations. She also assists providers in planning their estates, protecting their assets, and work visa requirements.
Jaclyn is an experienced intellectual property and transactional attorney residing and working in NYC, and serving clients throughout the United States and internationally. She brings a targeted breadth of knowledge in intellectual property law, having years of experience working within the media, theater, PR and communications industries, and having represented clients in the music, entertainment, fashion, event production, digital media, tech, food/beverage, consumer goods, and beauty industries. She is an expert in trademark, copyright, and complex media and entertainment law matters. Jaclyn also taught as an Adjunct Professor at Cardozo School of Law, having developed and instructed the school’s first Trademark Practicum course for international students. In her spare time, Jaclyn’s passion for theater and love for NYC keeps her exploring the boundless creativity in the world’s greatest city!
A bilingual attorney graduated from J.D. with a C.P.A. license, an M.B.A. degree, and nearly ten years of experience in the cross-border tax field.
Experienced and business-oriented attorney with a great depth of contract experience including vendor contracts, service contracts, employment, licenses, operating agreements and other corporate compliance documents.
With over 21 years of practice, Chet uses his vast experiences to assist his clients in the most efficient manner possible. Chet is a magna cum laude graduate of University of Miami School of Law with an extensive background in Business Law, Commercial Real Estate, Corporate Law, Leasing Law and Telecommunications Law. Chet's prior experience includes 5 years at two of the top law firms in Georgia and 16 years of operating his own private practice.
Steve Clark has been practicing law in DFW since 1980. He is licensed in both Texas and Louisiana state and federal courts. He concentrates his practice on business clients and their needs. He has been a SuperLawyer in Texas since 2011, and is Lead Counsel rated in Business Law. He is also a Bet the Company litigator in Texas.
I am a top-performing bi-lingual legal services professional with a proven record of success. Reputation of assessing and evaluating client’s needs and providing individualized solutions in line with those needs while efficiently handling multiple tasks simultaneously. Able to create a collaborative work environment ensuring business objectives are consistently met. Seeking an attorney role within a legal setting to apply skills in critical thinking, executive communications, and client advocacy.