Hotel Sales Contract
This Hotel Sales Contract ("Contract") is made and entered into on [Month Day, Year] ("Effective Date"), by and between [Your Company Name], with its principal place of business located at [Your Company Address], hereinafter referred to as "Seller", and [Your Partner Company Name / Second Party], with its principal place of business located at [Your Partner Company Name / Second Party Address], hereinafter referred to as "Buyer". The Seller and the Buyer are collectively referred to herein as the "Parties" and each individually as a "Party".
Recitals
WHEREAS, the Seller is engaged in the business of selling hotel inventories, including but not limited to rooms, amenities, and related services;
WHEREAS, the Buyer is engaged in the business of purchasing such hotel inventories;
WHEREAS, the Seller desires to sell, and the Buyer desires to purchase, the hotel inventories on the terms and conditions set forth herein;
NOW, THEREFORE, in consideration of the mutual covenants and promises set forth herein, the Parties hereby agree as follows:
1. Definitions
1.1 "Hotel Inventory" shall refer to the rooms, amenities, and related services offered by the Seller.
1.2 "Purchase Price" shall mean the total amount to be paid by the Buyer for the Hotel Inventory as set forth in this Contract.
1.3 "Term" shall mean the duration of this Contract.
2. Sale and Purchase
2.1 Sale: The Seller, [Your Company Name], agrees to sell, and the Buyer, [Your Partner Company Name / Second Party], agrees to purchase, the Hotel Inventory as described in Invoice [2024-789]. The Hotel Inventory includes all specified items such as furnishings, fixtures, equipment, and supplies that are necessary for the operation and maintenance of the Hotel. This inventory list is detailed in [Exhibit C], attached to this Agreement, which includes a comprehensive description and quantity of each item. Both parties acknowledge that the inventory has been inspected and is in satisfactory condition, except as noted in [Exhibit D].
2.2 Purchase Price: The total Purchase Price for the Hotel Inventory shall be $[0]. This amount is agreed upon by both parties as full and fair consideration for the inventory items listed. Payment of the Purchase Price shall be made in accordance with the terms of this Agreement. Any applicable taxes, fees, or charges related to the sale and transfer of the Hotel Inventory will be the responsibility of the Buyer, unless otherwise specified. Payment details, including method and schedule, are further detailed in [Exhibit E].
3. Term
3.1 Effective Date: The Term of this Contract shall commence on [Month Day, Year] (the "Effective Date").
3.2 End Date: The Term shall continue until [Month Day, Year] (the "End Date"), unless terminated earlier in accordance with the provisions of this Contract.
3.3 Extension of Term: Should the Client require an extension of the Term, a written request must be submitted to the Hotel no later than [30] days prior to the End Date. Any extension of the Term shall be subject to the Hotel's availability and written approval, and may involve additional charges as agreed upon by both parties.
3.4 Termination: Termination of this Contract before the End Date may be effected by either party in accordance with relevant provisions contained herein. All obligations, responsibilities, and rights of the parties under this Contract shall cease upon termination, except for those provisions which expressly or by their nature survive termination.
4. Payment Terms
4.1 Purchase Price: The Buyer agrees to pay the Purchase Price of $[0] to the Seller on or before [Month Day, Year] (the "Payment Due Date").
4.2 Mode of Payment: Payment shall be made via wire transfer to the following account:
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4.3 Late Payment: In the event that the Buyer fails to make payment by the Payment Due Date, a late fee of [0]% of the outstanding balance per month shall be charged, accruing from the Payment Due Date until the date of payment in full.
4.4 Receipt of Payment: Upon receipt of payment in full, the Seller shall provide the Buyer with a receipt acknowledging the payment.
4.5 Currency: All payments shall be made in United States Dollars (USD), unless otherwise agreed upon in writing by both parties.
4.6 Taxes: The Buyer shall be responsible for any applicable taxes, duties, or other charges imposed by any governmental authority in connection with the purchase and sale of the Hotel Inventory.
5. Representations and Warranties
5.1 Seller's Representations: The Seller hereby represents and warrants that it has the legal right to sell the Hotel Inventory and that such sale does not violate any applicable laws or regulations.
5.2 Buyer's Representations: The Buyer hereby represents and warrants that it has the legal right to purchase the Hotel Inventory and that such purchase does not violate any applicable laws or regulations.
6. Confidentiality
Both Parties agree to maintain the confidentiality of any proprietary or confidential information disclosed during the Term of this Contract. Such information shall not be disclosed to any third party without prior written consent from the other Party.
7. Termination
7.1 Termination for Material Breach: Either Party may terminate this Contract upon thirty (30) days' written notice to the other Party if the other Party is in material breach of any provision of this Contract and fails to cure such breach within the notice period.
7.2 Notice of Breach: The non-breaching Party shall provide written notice specifying the nature of the breach in sufficient detail to allow the breaching Party to cure the breach.
7.3 Cure Period: The breaching Party shall have thirty (30) days from the receipt of the notice of breach to cure the breach.
7.4 Termination for Convenience: Either Party may terminate this Contract for convenience upon thirty (30) days' written notice to the other Party. In such case, the terminating Party shall pay any outstanding amounts due to the other Party as of the effective date of termination.
7.5 Effect of Termination: Upon termination of this Contract for any reason, all rights, duties, and obligations of the Parties towards each other shall cease, except for those provisions that by their nature survive termination.
8. Indemnification
8.1 Indemnification: Each Party agrees to indemnify, defend, and hold harmless the other Party, its officers, directors, employees, agents, successors, and assigns from and against any and all claims, losses, damages, liabilities, and expenses, including reasonable attorney's fees, arising out of or in connection with any breach of this Contract by the indemnifying Party.
8.2 Procedure: The indemnified Party shall promptly notify the indemnifying Party in writing of any claim or action for which indemnity is sought. The indemnifying Party shall have the right to control the defense and settlement of any such claim or action, provided that the indemnified Party shall have the right to participate in the defense of any such claim or action with counsel of its own choosing at its own expense.
9. Governing Law
9.1 Jurisdiction: This Contract shall be construed in accordance with the laws of the State of [State] without regard to its conflict of law provisions.
9.2 Venue: Any dispute arising under or in connection with this Contract shall be subject to the exclusive jurisdiction of the courts of [State], [Country], and the parties hereby submit to the jurisdiction of such courts for that purpose.
9.3 Waiver of Jury Trial: Each party waives its right to a jury trial in any dispute arising under or in connection with this Contract.
10. Entire Agreement
10.1 Entire Agreement: This Contract constitutes the entire agreement between the Parties and supersedes all prior understandings, agreements, or representations, whether written or oral, with respect to the subject matter hereof.
10.2 Amendment: This Contract may not be amended or modified except in writing signed by both Parties.
11. Severability
If any provision of this Contract is found to be invalid or unenforceable, the remaining provisions shall continue to be valid and enforceable to the fullest extent permitted by law.
12. Notices
All notices, requests, consents, claims, demands, waivers, and other communications shall be in writing and shall be deemed to have been duly given if delivered by hand, sent by overnight courier, or mailed by certified or registered mail, return receipt requested, and addressed to the respective Parties at their principal place of business.
13. Force Majeure
Neither Party shall be liable for any failure or delay in performing its obligations under this Contract if such failure or delay is due to any cause beyond reasonable control, including, but not limited to, acts of God, war, strikes, or governmental regulations.
14. Counterparts
This Contract may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
IN WITNESS WHEREOF, the Parties hereto have executed this Hotel Sales Contract as of the Effective Date.
[Your Company Name]
By:
[Your Name]
[Title]
[Month Day, Year]
[Your Partner Company Name / Second Party]
By:
[Full Name]
[Title]
[Month Day, Year]
