ONLINE AUTHORIZATION AND SALES AGREEMENT

            ThisAuthorization and Sales Agreement (the “Agreement”) is entered into ____________________ (the “Effective Date”), by and between ________________________, with an address of _____________________________ (the “Seller”) and Mazian Fashion LLC with an address of Ghala/Bousher PC: 133 P.O Box: 36 (the “Authorized party”), collectively “the Parties.”

BACKGROUND:

            Seller is the manufacturer/distributor of the following product(s):

and

Authorized party wishes to promote, trade and market the afore-mentioned product(s) in his online store through website and mobile application.

THEREFORE, the Parties agree as follows:

1.  Sale of Goods. Seller shall make available for sale and Authorized party shall promote and trade the sellers goods manufactured or distributed by Seller.

(the “Goods”). 

2.  Commission: Seller has agreed to provide commission of ------ on any sale transaction though the authorized party from purchased price. 

3.  Delivery.Authorized party shall arrange to collect the Goods from seller shop. The Goods shall be deemed delivered when Authorized party has accepted delivery after receipt at his storage facility and passed inspection. 

4.  Purchase Price & Payments. Seller has the right to sale his products at his preferred price. Seller will provide an invoice with purchase price minus the commission to Authorized party at the time of delivery. All invoices must be paid, in full, within thirty (30) days unless agreed otherwise. 

5.  Inspection of Goods & Rejection.Authorized party is entitled to inspect the Goods upon delivery. If the Goods are unacceptable for any reason, Authorized party must reject them at the time of delivery up to ten (10) business days from the date of delivery. If Authorized party has not rejected the Goods within ten (10) business days from the date of delivery, Authorized party shall have waived any right to reject that specific delivery of Goods.

In the event Authorized party rejects the Goods, Authorized party shall allow Seller a reasonable time to cure the deficiency. A reasonable time period shall be determined by industry standards for the particular Goods, as well as the Seller and Authorized party.

6.  Risk of Loss. Risk of loss will be on the Seller until the time when the Authorized party accepts delivery. Seller shall maintain any and all necessary insurance in order to insure the Goods against loss at Seller’s own expense. 

7.  Title. Title to the Goods will remain with the Seller until Authorized party accepts delivery. 

8.  Excuse for Delay or Failure to Perform. Seller will not be liable to Authorized party  for any delay, non-delivery or default of this Agreement due to labor disputes, transportation shortage, delay or shortage of materials to produce the Goods, fires, accidents, Acts of God, or any other causes outside of Seller’s control. Seller shall notify Authorized party immediately upon realization that it will not be able to deliver the Goods as promised. 

9.  Termination. This Agreement may be terminated at any time by either Party upon 30 days from written notice to the other party. Authorized party will be responsible for payment of all Goods delivered and accepted up to the date of termination.

10.  Disclaimer of Warranties. THE GOODS ARE SOLD ‘AS IS’. SELLER EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTY OF MERCHANTIBILITY OR FITNESS FOR A PARTICULAR PURPOSE.

11.  Limitation of Liability. UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABILE TO THE OTHER PARTY OR ANY THIRD PARTY FOR ANY DAMAGES RESULTING FROM ANY PART OF THIS AGREEMENT SUCH AS, BUT NOT LIMITED TO, LOSS OF REVENUE OR ANTICIPATED PROFIT OR LOST BUSINESS, COSTS OF DELAY OR FAILURE OF DELIVERY, WHICH ARE NOT RELATED TO OR THE DIRECT RESULT OF A PARTY’S NEGLIGENCE OR BREACH.

12.  Severability. In the event any provision of this Agreement is deemed invalid or unenforceable, in whole or in part, that part shall be severed from the remainder of the Agreement and all other provisions should continue in full force and effect as valid and enforceable.

13.  Waiver. The failure by either party to exercise any right, power or privilege under the terms of this Agreement will not be construed as a waiver of any subsequent or further exercise of that right, power or privilege or the exercise of any other right, power or privilege.

14.  Remedies and Legal Fees. In the event of a dispute, Authorized party ’s sole remedy for any and all losses or damages resulting from defective Goods or from any other cause will be for the purchase price of the particular Goods with respect to which losses or damages are claimed, plus any shipping costs paid by Authorized party . In the event such dispute results in legal action, the successful party will be entitled to its legal fees, including, but not limited to its attorneys’ fees.

15.  Legal and Binding Agreement. This Agreement is legal and binding between the Parties as stated above. This Agreement may be entered into and is legal and binding both in the Saltant of Oman and throughout GCC. The Parties each represent that they have the authority to enter into this Agreement.

16.  Governing Law and Jurisdiction. The Parties agree that this Agreement shall be governed by the State and/or Country in which both Parties do business. In the event that the Parties do business in different States and/or Countries, this Agreement shall be governed by Oman’s law.

17.  Entire Agreement. The Parties acknowledge and agree that this Agreement represents the entire agreement between the Parties. In the event that the Parties desire to change, add, or otherwise modify any terms, they shall do so in writing to be signed by both parties.

The Parties agree to the terms and conditions set forth above as demonstrated by their signatures as follows:

“SELLER”

Signed: _____________________________________

By: ________________________________________

Date: _______________________________________

“AUTHORIZED PARTY ”

Signed: _____________________________________

By: ________________________________________