[{"data":1,"prerenderedAt":463},["ShallowReactive",2],{"document-letter-of-intent-commodity-D12545":3},{"document":4,"label":22,"preview":11,"thumb":23,"description":5,"descriptionCustom":6,"apiDescription":5,"pages":8,"extension":10,"parents":24,"breadcrumb":28,"related":34,"customDescModule":172,"customdescription":6,"mdFm":173,"mdProseHtml":462},{"description":5,"descriptionCustom":6,"label":7,"pages":8,"size":9,"extension":10,"preview":11,"thumb":12,"svgFrame":13,"seoMetadata":14,"parents":16,"keywords":21},"LETTER OF INTENT Dear Sir/Madam, We are [COMPANY NAME], legally represented by [SPECIFY] with full corporate and authority under penalty of perjury, confirm to be ready, wiling and able, to buy the following product in terms and conditions stated here below: COMMODITY: [SPECIFY] SPECIFICATIONS: [WRITE EVERY RELEVANT INFORMATIONS NEEDED, ADD ROW IF NECESSARY] PURITY [SPECIFY] ASH CONTENTS [SPECIFY] MOISTURE [SPECIFY] HYDROCARBONS [SPECIFY] ACIDITY [SPECIFY] FORM [SPECIFY] ",null,"Letter of Intent (Commodity)","1",513,"doc","https://templates.business-in-a-box.com/imgs/1000px/letter-of-intent-commodity-D12545.png","https://templates.business-in-a-box.com/imgs/250px/12545.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#12545.xml",{"title":15,"description":6},"letter of intent (commodity)",[17,20],{"label":18,"url":19},"Legal Agreements","/templates/business-legal-agreements/",{"label":18,"url":19},"letter intent commodity","Letter of Intent (Commodity) Template","https://templates.business-in-a-box.com/imgs/400px/12545.png",[25,17,20],{"label":26,"url":27},"Templates","/templates/",[29,30,31],{"label":26,"url":27},{"label":18,"url":19},{"label":32,"url":33},"Sales & Purchase","/templates/sales-and-purchase/",[35,39,43,47,51,55,59,63,67,71,75,79,83,98,113,130,145,158],{"label":36,"url":37,"thumb":38,"extension":10},"Letter Of Intent","/template/letter-of-intent-D12655","https://templates.business-in-a-box.com/imgs/250px/12655.png",{"label":40,"url":41,"thumb":42,"extension":10},"Letter of Intent for Purchase of Computer Equipment","/template/letter-of-intent-for-purchase-of-computer-equipment-D1148","https://templates.business-in-a-box.com/imgs/250px/1148.png",{"label":44,"url":45,"thumb":46,"extension":10},"Letter Of Interest","/template/letter-of-interest-D12656","https://templates.business-in-a-box.com/imgs/250px/12656.png",{"label":48,"url":49,"thumb":50,"extension":10},"Notice Of Intent To Vacate Premises","/template/notice-of-intent-to-vacate-premises-D13230","https://templates.business-in-a-box.com/imgs/250px/13230.png",{"label":52,"url":53,"thumb":54,"extension":10},"Business Interest Letter","/template/business-interest-letter-D13462","https://templates.business-in-a-box.com/imgs/250px/13462.png",{"label":56,"url":57,"thumb":58,"extension":10},"Worksheet Intent Based Seo Content","/template/worksheet-intent-based-seo-content-D13808","https://templates.business-in-a-box.com/imgs/250px/13808.png",{"label":60,"url":61,"thumb":62,"extension":10},"Policy Letter on Vehicle Expense Reimbursement","/template/policy-letter-on-vehicle-expense-reimbursement-D723","https://templates.business-in-a-box.com/imgs/250px/723.png",{"label":64,"url":65,"thumb":66,"extension":10},"Notice of Intent to Exercise Warehouse Lien by Auction","/template/notice-of-intent-to-exercise-warehouse-lien-by-auction-D1035","https://templates.business-in-a-box.com/imgs/250px/1035.png",{"label":68,"url":69,"thumb":70,"extension":10},"Reminder Letter_Confidentialty Letter or Former Letter","/template/reminder-letter_confidentialty-letter-or-former-letter-D5173","https://templates.business-in-a-box.com/imgs/250px/5173.png",{"label":72,"url":73,"thumb":74,"extension":10},"Acknowledgement Letter","/template/acknowledgement-letter-D13437","https://templates.business-in-a-box.com/imgs/250px/13437.png",{"label":76,"url":77,"thumb":78,"extension":10},"Commitment Letter","/template/commitment-letter-D12999","https://templates.business-in-a-box.com/imgs/250px/12999.png",{"label":80,"url":81,"thumb":82,"extension":10},"Complaint Letter","/template/complaint-letter-D13000","https://templates.business-in-a-box.com/imgs/250px/13000.png",{"description":84,"descriptionCustom":6,"label":85,"pages":86,"size":87,"extension":10,"preview":88,"thumb":89,"svgFrame":90,"seoMetadata":91,"parents":92,"keywords":96,"url":97},"SUPPLY AGREEMENT This Supply Agreement (the \"Agreement\") is effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Supplier\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [SECOND PARTY NAME] (the \"Purchaser\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WITNESSETH: WHEREAS [YOUR COMPANY NAME] currently supplies and distributes [SPECIFY] (the \"Product\"); WHEREAS [YOUR COMPANY NAME], for the price and subject to the terms and conditions contained herein, is prepared to sell and deliver to the Purchaser, on an ongoing basis and as its exclusive supplier, and the Purchaser is prepared to buy on this basis from [YOUR COMPANY NAME], all of the Purchaser's Product requirements; NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL COVENANTS AND AGREEMENTS HERETO CONTAINED AND FOR OTHER GOOD AND VALUABLE CONSIDERATION, DULY RECEIVED, THE PARTIES HERETO AGREE AS FOLLOWS: 1. DEFINITIONS AND INTERPRETATION 1.1 Whenever used in this Agreement, the schedules thereto, or any ancillary document thereto, the following terms, unless the subject matter or context otherwise requires, shall have the following meanings: 1.1.1 \"Agreement\" means or refers to this Agreement as amended from time to time and any indenture, agreement or instrument supplemental or ancillary hereto or in implementation hereof; 1.1.2 \"Business Day\" means any day excluding Saturday, Sunday and any other day which in [STATE/PROVINCE], [COUNTRY] is a legal holiday or a day on which financial institutions are authorized by law or by local proclamation to close; 1.1.3 \"Person\" means any individual, company, corporation, partnership, firm, trust, sole proprietorship, government or entity howsoever designated or constituted; and 1.1.4 \"Product\" means or refers to [SPECIFY] sold pursuant to this Agreement. 1.2 Words importing the singular number include the plural and vice versa and words importing the masculine gender include the feminine and neuter genders. 1.3 The division of this Agreement into articles and insertion of headings is for convenience and reference only and shall not affect the construction or interpretation of this Agreement. 1.4 All dollar amounts referred to in this Agreement are in lawful money of [COUNTRY]. 1.5 The preamble hereto forms an integral part of this Agreement. 2. SALE AND PURCHASE OF PRODUCTS [YOUR COMPANY NAME] hereby agrees and undertakes to sell to the Purchaser, and the Purchaser agrees and undertakes to purchase from [YOUR COMPANY NAME], for the price and subject to the terms and conditions contained herein, the total requirements of Product needed by the Purchaser for its day-to-day manufacturing and distributing activities during the term of this Agreement. At the date of signing of the present Agreement, the Purchaser estimates its requirements for the current year at $[AMOUNT] of Product. 3. ORDERS AND DELIVERY OF PRODUCTS 3.1 Each order for Products purchased pursuant to this Agreement shall be in writing and shall be sent to the address of the party selling the Products by mail or by fax or in such other manner expressly agreed upon between the interested parties. 3.2 Unless otherwise expressly agreed upon between the parties or as provided in Section 4, the party selling the Products shall be responsible and shall pay for the delivery, to the other party at its address hereinabove mentioned, of such Products sold hereunder. 3.3 Unless otherwise expressly agreed upon between the parties, delivery of the Products purchased hereunder shall be completed within seven Business Days of the receipt, by the party selling the Products, of the written order for such Products. 3.4 In the event that a party fails to deliver any Products requested in an order within the period provided in subsection 3.3 hereinabove, the purchasing party shall be entitled to purchase, from any person, a quantity of Products equal to quantity of Products specified in such order. In such a case, the purchasing party shall be entitled to cancel the order for the Products specified in the order. The purchasing party shall, at the same time an order is made to an other person pursuant to this subsection, send to the other party, a copy of such order indicating the quantity and the price of the Products so purchased. 3.5 The title to the Products sold hereunder shall pass from the selling party to the purchasing party upon complete payment of the purchase price of the Products mentioned in Section 4 hereinafter. The risks of lost or damage to such Products sold hereunder shall pass from the selling party to the purchasing party at the date of the delivery of the Products. 3.6 Each party shall insure the Products purchased by it hereunder for the period starting on the date of receipt of the Products and terminating when complete payment for such Products is made and, upon request, shall provide the other party with the documents evidencing that the Products are so insured. 4. PRICE OF PRODUCTS 4.1 For the initial term of this Agreement stipulated in sub-section 6.1 hereinafter, the price of the Product sold by [YOUR COMPANY NAME] to the Purchaser hereunder shall be [SPECIFY PRICING SCHEME]. 4.2 The prices of the Products sold pursuant to this Agreement during any subsequent term provided for in sub-section 6.1 hereinafter shall be mutually agreed upon by the parties hereunder. 4.3 The prices of the Products determined pursuant to this section 4 shall be delivered prices and shall be increased by the amount of any taxes or other governmental charges payable with respect to the sale of the Products (other than income tax, business or real property taxes) now in effect or becoming effective after the date thereof. 5. TERMS OF PAYMENT 5.1 Each party shall pay to the other party at its address hereinabove mentioned, within [NUMBER] calendar days from the date of receipt of the Products purchased, the price for such Products as determined pursuant to section 4 hereinabove. 5.2 The price of the Products purchased hereunder will be discounted by [PERCENTAGE %] if complete payment for the Products is made within [NUMBER] calendar days of receipt by the purchasing party. 5.3 The Purchaser agrees to pay a monthly interest charge on overdue amounts for Products purchased hereunder calculated on the basis of an annual rate of interest equal to the prime rate in effect on the due date of payment, plus [PERCENTAGE % IN LETTERS] percent (PERCENTAGE %]). 6. TERM OF AGREEMENT 6.1 Subject to the provisions of sub-sections 6.2 to 6.4 hereinafter, this Agreement shall be in force for an initial term of one year commencing on the date of signature. This Agreement shall be automatically renewed for additional [NUMBER IN LETTERS] ([NUMBER]) year terms unless either party terminates it upon written notice given to the other party at least [NUMBER] calendar days prior to the end of the initial term or of any subsequent terms. 6.2 Notwithstanding the provisions of sub-section 6.1, this Agreement shall be automatically terminated in the event that the parties hereto fail to agree in writing, at the latest on the thirtieth day preceding the beginning of any subsequent term, on the price for the Products to be sold hereunder during such subsequent term as provided for in sub-section 4.3 hereinabove. 6.3 Notwithstanding the provisions of sub-section 6.1 and in addition to Section 6","Supply Agreement","6",62,"https://templates.business-in-a-box.com/imgs/1000px/supply-agreement-D918.png","https://templates.business-in-a-box.com/imgs/250px/918.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#918.xml",{"title":6,"description":6},[93,95],{"label":18,"url":94},"business-legal-agreements",{"label":18,"url":94},"supply agreement","/template/supply-agreement-D918",{"description":99,"descriptionCustom":6,"label":100,"pages":101,"size":9,"extension":10,"preview":102,"thumb":103,"svgFrame":104,"seoMetadata":105,"parents":107,"keywords":106,"url":112},"SALES AGREEMENT This Sales Agreement (\"Agreement\") is entered into effect as of [DATE], BETWEEN: [SELLER'S NAME], (\"Seller\"), an individual with their main address located at OR a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [BUYER'S NAME], (\"Buyer\") an individual with their main address located at OR a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] DESCRIPTION OF THE PRODUCT OR SERVICE The Seller agrees to sell and the Buyer agrees to purchase the following product or service (the \"Product/Service\") as described in Exhibit A attached hereto. PURCHASE PRICE AND PAYMENT TERMS 2.1 The Buyer shall pay the Seller the total purchase price of [Purchase Price Amount] for the Product/Service as specified in Exhibit A. 2.2 Payment shall be made in accordance with the terms and schedule provided in Exhibit A. DELIVERY 3.1 The Seller shall deliver the Product/Service to the Buyer as outlined in Exhibit A. Delivery shall be made to the address specified in Exhibit A. INSPECTION AND ACCEPTANCE 4.1 The Buyer shall have a period of [Inspection Period] from the date of delivery to inspect the Product/Service. 4","Sales Agreement","4","https://templates.business-in-a-box.com/imgs/1000px/sales-agreement-D13769.png","https://templates.business-in-a-box.com/imgs/250px/13769.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#13769.xml",{"title":106,"description":6},"sales agreement",[108,109],{"label":18,"url":94},{"label":110,"url":111},"Purchase & Sale Agreements","purchase-sale-agreement","/template/sales-agreement-D13769",{"description":114,"descriptionCustom":6,"label":115,"pages":8,"size":116,"extension":10,"preview":117,"thumb":118,"svgFrame":119,"seoMetadata":120,"parents":121,"keywords":128,"url":129},"COMPANY NAME:_______________________ Address: _______________________________________ City: ______________________________ State/Province: ___________ Zip/postal code__________ Country: ________________ Phone: _________________ Fax: __________________ Email: _________________________________________ Purchase Order The following number must appear on all related correspondence, shipping papers, and invoices: P.O. NUMBER: Contact: Address: _______________________________________ City: ______________________________ State/Province: ___________ Zip/postal code___________ Country: ________________ Phone: _________________ Fax: __________________ Email: _________________________________________ Ship To:","Purchase Order",49,"https://templates.business-in-a-box.com/imgs/1000px/purchase-order-D1411.png","https://templates.business-in-a-box.com/imgs/250px/1411.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#1411.xml",{"title":6,"description":6},[122,125],{"label":123,"url":124},"Sales & Marketing","sales-marketing",{"label":126,"url":127},"Bids & Quotes","bids-quotes","purchase order","/template/purchase-order-D1411",{"description":131,"descriptionCustom":6,"label":132,"pages":133,"size":9,"extension":10,"preview":134,"thumb":135,"svgFrame":136,"seoMetadata":137,"parents":139,"keywords":138,"url":144},"NON-DISCLOSURE AGREEMENT (NDA) This Non-Disclosure Agreement (the \"Agreement\") is made and effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Disclosing Party\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [RECEIVING PARTY NAME] (the \"Receiving Party\"), an individual with his main address located at OR a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WHEREAS, Receiving Party has been or will be engaged in the performance of work on [DESCRIBE]; and in connection therewith will be given access to certain confidential and proprietary information; and WHEREAS, Receiving Party and Disclosing Party wish to evidence by this Agreement the manner in which said confidential and proprietary material will be treated. NOW, THEREFORE, it is agreed as follows: NON-DISCLOSURE OF CONFIDENTIAL INFORMATION Both Parties understand and agree that each Party may have access to the confidential information of the other party. For the purposes of this Agreement, \"Confidential Information\" means proprietary and confidential information about the Disclosing Party's (or it's suppliers') business or activities. Such information includes all business, financial, technical, and other information marked or designated by such Party as \"confidential\" or \"proprietary.\" Confidential Information also includes information which, by the nature of the circumstances surrounding the disclosure, ought in good faith to be treated as confidential. For the purposes of this Agreement, Confidential Information does not include: Information that is currently in the public domain or that enters the public domain after the signing of this Agreement. Information a Party lawfully receives from a third Party without restriction on disclosure and without breach of a non-disclosure obligation. Information that the Receiving Party knew prior to receiving any Confidential Information from the Disclosing Party. Information that the Receiving Party independently develops without reliance on any Confidential Information from the Disclosing Party. Each Party agrees that it will not disclose to any third Party or use any Confidential Information disclosed to it by the other Party except when expressly permitted in writing by the other Party. Each Party also agrees that it will take all reasonable measures to maintain the confidentiality of all Confidential Information of the other Party in its possession or control. TERM The term of this Agreement is [number] of [years/months] from the date of execution by both Parties. TITLE The Receiving Party agrees that all Confidential Information furnished by the Disclosing Party shall remain the sole property of the Disclosing Party. DISCLAIMER","Non Disclosure Agreement Nda","3","https://templates.business-in-a-box.com/imgs/1000px/non-disclosure-agreement-nda-D12692.png","https://templates.business-in-a-box.com/imgs/250px/12692.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#12692.xml",{"title":138,"description":6},"non disclosure agreement nda",[140,141],{"label":18,"url":94},{"label":142,"url":143},"Confidentiality Agreements","confidentiality-agreement","/template/non-disclosure-agreement-nda-D12692",{"description":146,"descriptionCustom":6,"label":147,"pages":148,"size":9,"extension":10,"preview":149,"thumb":150,"svgFrame":151,"seoMetadata":152,"parents":154,"keywords":153,"url":157},"DISTRIBUTION AGREEMENT This Distribution Agreement (the\" Agreement\"), is made and effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Company\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [DISTRIBUTOR NAME] (the \"Distributor\"), an individual with his main address located at OR a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WHEREAS the Company wishes to market the Products described in Schedule A (the \"Products\") through the Distributor, it is agreed as follows: DEFINITIONS When used in this Agreement, the following terms shall have the respective meanings indicated, such meanings to be applicable to both the singular and plural forms of the terms defined: \"Agreement\" means this agreement, the Schedules attached hereto and any documents included by reference, as each may be amended from time to time in accordance with the terms of this Agreement; \"Accessories\" means the accessories described in Exhibit A attached hereto, and includes any special devices manufactured by Company and used in connection with the operation of the Goods. Accessories may be deleted from or added to Exhibit A and their specifications and design may be changed by Company at its sole discretion at any time by mailing written notice of such changes to Distributor. Each change shall become effective [NUMBER] days following the date notice thereof is sent to Distributor. \"Affiliate means\" any company controlled by, controlling, or under common control with Company. Affiliate means any person, corporation or other entity: (i) which owns, now or hereafter, directly or indirectly [%] or more of any class of the voting stock of Company or is, now or hereafter, directly or indirectly, in effective control of Company; or (ii) [%] or more of any class of the voting stock of which Company, or a party described in paragraph (i), owns, now or hereafter, directly or indirectly, or of which Company, or a party described in paragraph (i), is, now or hereafter, directly or indirectly, in control. \"Customer\" means any person who purchases or leases Products from Distributor. \"Delivery Point\" means Company's facilities at [FULL ADDRESS]. Delivery point means Distributor's facilities at [FULL ADDRESS]. \"Exhibit\" means an exhibit attached to this agreement. \"Goods\" means those items described in Exhibit B. Goods may be deleted from or added to Exhibit B and their specifications and design may be changed by Company at its sole discretion at any time by mailing written notice of such changes to Distributor. Each change shall become effective [NUMBER] days following the date notice thereof is sent to Distributor. \"Products\" means Goods, Accessories, and Spare Parts. \"Spare Parts means\": (i) all parts and components of the Goods; (ii) any special devices used in connection with the maintenance or servicing of the Goods. Company warrants that a complete list of Spare Parts is set forth in Exhibit C. Spare parts may be deleted from or added to Exhibit C and their specifications and design may be changed by Company at its sole discretion at any time by mailing written notice of such changes to Distributor. Each change shall become effective [NUMBER] days following the date notice thereof is sent to Distributor. \"Specifications\" means those specifications set forth in Exhibit D. \"Territory\" means the following geographic area or areas: [SPECIFY]. \"Trademark\" means any trademark, logo, service mark or other commercial designation, whether or not registered, used to represent or describe the Products of Company, as set forth in Exhibit E. APPOINTMENT OF DISTRIBUTOR Company hereby appoints Distributor as Company's nonexclusive distributor of Products in the Territory, and Distributor accepts that position. It is understood that Company cannot lawfully prevent its distributors located elsewhere from supplying Products for sale or use within the Territory and that it has no obligation to do so. Distributor shall not solicit sales of Product or promote the sale of Products outside the Territory. Distributor shall not establish an office or warehouse outside the Territory for the sale of Products. REFERRALS If Company or any Affiliate is contacted by any party inquiring about the purchase of Products in the Territory (other than Distributor or a party designated by Distributor), Company shall, or shall cause that Affiliate to, refer such party to Distributor for handling. RELATIONSHIP OF PARTIES Distributor is an independent contractor and is not the legal representative or agent of Company for any purpose and shall have no right or authority (except as expressly provided in this Agreement) to incur, assume or create in writing or otherwise, any warranty over any of Company's employees, all of whom are entirely under the control of Company, who shall be responsible for their acts and omissions. Distributor shall, at its own expense, during the term of this Agreement and any extension thereof, maintain full insurance under any Workmen's Compensation Laws effective in the state or other applicable jurisdiction covering all persons employed by and working for it in connection with the performance of this Agreement, and upon request shall furnish Company with satisfactory evidence of the maintenance of such insurance. Distributor accepts exclusive liability for all contributions and payroll taxes required under [LAWS] or other payments under any laws of similar character in any applicable jurisdiction as to all persons employed by and working for it. Nothing contained in this Agreement shall be deemed to create any partnership or joint venture relationship between the parties. SALE OF PRODUCTS BY DISTRIBUTOR Distributor agrees to exercise its best efforts to develop the largest possible market for the Products in the Territory and shall continuously offer, advertise, demonstrate and otherwise promote the sale of Products in the Territory. The parties have consulted together and now agree that if Distributor's best efforts are used as provided in this Section, a minimum of [SPECIFY] Products (\"Annual Market Potential\") will be purchased and distributed in the Territory during the first year of this Agreement. At the beginning of each subsequent year hereunder the parties will consult together in good faith and agree on the Annual Market Potential applicable to that year; provided, however, that if they cannot agree, the Annual Market Potential for the immediately Preceding year will apply to the current year. COMPETING PRODUCTS Distributor agrees that it will not distribute or represent any Products in the Territory which compete with the Products during the term of this Agreement or any extensions thereof. ADVERTISING Distributor shall be entitled, during the term of the distributorship created by this Agreement and any extension thereof, to advertise and hold itself out as an authorized Distributor of the Products. At all times during the term of the distributorship created by this Agreement and any extension thereof, Distributor shall use the Trademarks in all advertisements and other activities conducted by Distributor to promote the sale of the Products. Distributor shall submit examples of all proposed advertisements and other promotional materials for the Products to Company for inspection and Distributor shall not use any such advertisements or promotional materials without having received the prior written consent of Company to do so. Distributor shall not, pursuant to this Agreement or otherwise, have or acquire any right, title or interest in or to Company's Trademarks. NEW PRODUCTS","Distribution Agreement","15","https://templates.business-in-a-box.com/imgs/1000px/distribution-agreement-D12544.png","https://templates.business-in-a-box.com/imgs/250px/12544.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#12544.xml",{"title":153,"description":6},"distribution agreement",[155,156],{"label":18,"url":94},{"label":18,"url":94},"/template/distribution-agreement-D12544",{"description":159,"descriptionCustom":6,"label":160,"pages":161,"size":9,"extension":10,"preview":162,"thumb":163,"svgFrame":164,"seoMetadata":165,"parents":167,"keywords":170,"url":171},"MEMORANDUM OF UNDERSTANDING This Memorandum of Understanding (\"MOU\"), is made and entered into as of [EFFECTIVE DATE], BETWEEN: [PARTY A] (the \"Company\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [PARTY B] (PARTNER/RESELLER], an individual with his main address located at [SPECIFY] OR a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] PURPOSE AND SCOPE The purpose of this MOU is to clearly identify the roles and responsibilities of each party as they relate to [ SPECIFY]. In particular, this MOU in intended to [SPECIFY OR DESCRIBE THE WAY IN WHICH THE PARTIES WILL COLLABORATE]. BACKGROUND [Brief description of the parties involved in the MOU with mention of any current/historical ties to this project] [PARTY A] RESPONSIBILITIES UNDER THIS MOU [PARTY A] shall undertake the following activities: [SPECIFY AND EXPLAIN] [PARTY B] RESPONSIBILITIES UNDER THIS MOU [Party B] shall undertake the following activities: [SPECIFY AND EXPLAIN] UNDERSTANDINGS","Memorandum of Understanding","2","https://templates.business-in-a-box.com/imgs/1000px/memorandum-of-understanding-D12548.png","https://templates.business-in-a-box.com/imgs/250px/12548.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#12548.xml",{"title":166,"description":6},"memorandum of understanding",[168,169],{"label":18,"url":94},{"label":18,"url":94},"memorandum understanding","/template/memorandum-of-understanding-D12548",false,{"seo":174,"reviewer":186,"quick_facts":190,"at_a_glance":192,"personas":196,"variants":221,"glossary":247,"clauses":278,"how_to_fill":319,"common_mistakes":355,"faqs":372,"industries":400,"comparisons":417,"diy_vs_pro":429,"related_template_ids_curated":442,"schema":450,"classification":452},{"meta_title":175,"meta_description":176,"primary_keyword":177,"secondary_keywords":178},"Letter of Intent — Commodity Template | BIB","Free commodity letter of intent template for fuel, metals, and agricultural trades. Covers quantity, grade, price formula, delivery, and payment terms.","commodity letter of intent template",[179,180,181,182,183,184,185],"letter of intent commodity","commodity loi template","commodity purchase letter of intent","fuel commodity letter of intent","agricultural commodity loi","metals trading letter of intent","commodity transaction loi word template",{"name":187,"credential":188,"reviewed_date":189},"Bruno Goulet","CEO, Business in a Box","2026-05-02",{"difficulty":191,"legal_review_recommended":172,"signature_required":172},"medium",{"what_it_is":193,"when_you_need_it":194,"whats_inside":195},"A Letter of Intent — Commodity is a formal written declaration from a buyer or seller expressing their intention to enter into a commodity transaction. This free Word download outlines the key commercial terms — commodity type, grade, quantity, price formula, delivery schedule, and payment method — before both parties invest time in drafting a full purchase-and-sale agreement.\n","Use it at the start of a commodity trade negotiation to establish a shared understanding of terms before committing to a binding contract. It is especially useful when multiple rounds of negotiation are expected, when a broker or intermediary is involved, or when financing depends on a documented transaction outline.\n","Identification of buyer and seller, commodity description and grade specification, quantity and delivery schedule, price formula or fixed price, payment terms and banking instructions, inspection and testing rights, exclusivity and confidentiality provisions, and the path to a definitive contract.\n",[197,201,205,209,213,217],{"title":198,"use_case":199,"icon_asset_id":200},"Commodity traders","Documenting proposed bulk fuel, grain, or metals trades before contract execution","persona-trader",{"title":202,"use_case":203,"icon_asset_id":204},"Importers and exporters","Confirming transaction terms with a foreign supplier or buyer before shipping","persona-importer-exporter",{"title":206,"use_case":207,"icon_asset_id":208},"Energy procurement managers","Outlining a proposed fuel or petroleum product purchase with a new supplier","persona-procurement-manager",{"title":210,"use_case":211,"icon_asset_id":212},"Agricultural cooperatives","Expressing intent to purchase seasonal grain, oilseed, or livestock feed in bulk","persona-operations-director",{"title":214,"use_case":215,"icon_asset_id":216},"Mining and metals companies","Initiating negotiations for a concentrate or refined metals off-take arrangement","persona-small-business-owner",{"title":218,"use_case":219,"icon_asset_id":220},"Commodity brokers","Facilitating a transaction between a buyer and seller before the definitive agreement","persona-consultant",[222,226,229,233,236,240,243],{"situation":223,"recommended_template":224,"slug":225},"Buying or selling petroleum products or fuel in bulk","Letter of Intent — Commodity (Fuel/Petroleum)","",{"situation":227,"recommended_template":85,"slug":228},"Entering a long-term supply arrangement for a raw material","supply-agreement-D918",{"situation":230,"recommended_template":231,"slug":232},"Purchasing goods from an overseas supplier","Letter of Intent to Purchase","letter-of-intent-for-purchase-of-computer-equipment-D1148",{"situation":234,"recommended_template":100,"slug":235},"Formalizing a completed commodity transaction","sales-agreement-D13769",{"situation":237,"recommended_template":238,"slug":239},"Engaging a broker to source or place a commodity","Brokerage Agreement","brokerage-agreement-D12696",{"situation":241,"recommended_template":115,"slug":242},"Confirming pricing and delivery before issuing a purchase order","purchase-order-D1411",{"situation":244,"recommended_template":245,"slug":246},"Securing exclusivity during commodity due diligence","Exclusivity Agreement","exclusivity-agreement-D12830",[248,251,254,257,260,263,266,269,272,275],{"term":249,"definition":250},"Letter of Intent (LOI)","A written document expressing one party's intention to enter into a transaction, outlining key terms before a binding contract is drafted.",{"term":252,"definition":253},"Commodity","A raw material or primary agricultural product that is interchangeable with other goods of the same type — such as crude oil, wheat, copper, or natural gas.",{"term":255,"definition":256},"Grade Specification","The defined quality standard for a commodity — such as API gravity for crude oil or protein content for wheat — that the delivered goods must meet.",{"term":258,"definition":259},"Price Formula","A pricing mechanism tied to a benchmark index (e.g., Brent crude, LME copper) plus or minus a fixed premium or discount, rather than a fixed dollar amount.",{"term":261,"definition":262},"Metric Ton (MT)","The standard unit of weight used in international commodity trading, equal to 1,000 kilograms or approximately 2,205 pounds.",{"term":264,"definition":265},"Incoterms","Internationally recognized trade terms published by the ICC that define the responsibilities of buyer and seller for delivery, risk transfer, and freight costs — e.g., FOB, CIF, or DAP.",{"term":267,"definition":268},"Irrevocable Letter of Credit (ILOC)","A bank instrument guaranteeing payment to the seller once defined shipping and documentation conditions are met — commonly used in international commodity trades.",{"term":270,"definition":271},"Off-take Agreement","A long-term commitment by a buyer to purchase a defined quantity of a commodity from a producer over a set period, often used to finance production.",{"term":273,"definition":274},"Exclusivity Period","A defined window during which the seller agrees not to negotiate or transact with other buyers while the parties work toward a definitive contract.",{"term":276,"definition":277},"Force Majeure","A clause excusing a party from performance obligations when an unforeseeable event beyond their control — war, natural disaster, or government action — prevents fulfillment.",[279,284,289,294,299,304,309,314],{"name":280,"plain_english":281,"sample_language":282,"common_mistake":283},"Parties and transaction overview","Identifies the buyer and seller by full legal name and jurisdiction, and states the purpose of the LOI — to outline terms for a proposed commodity transaction.","This Letter of Intent is issued by [BUYER LEGAL NAME] ('Buyer'), a company incorporated under the laws of [JURISDICTION], to [SELLER LEGAL NAME] ('Seller'), in connection with a proposed purchase of [COMMODITY TYPE] on the terms set out below.","Identifying parties by trade name or individual name rather than the registered legal entity. If the LOI is referenced in a dispute, an unregistered name can make the document harder to enforce.",{"name":285,"plain_english":286,"sample_language":287,"common_mistake":288},"Commodity description and grade specification","Describes the exact commodity, grade, and quality parameters the goods must meet, referencing recognized industry standards or testing methods.","The commodity shall be [COMMODITY NAME], meeting the following specifications: [SPECIFICATION 1 e.g., API Gravity: 32–35°, Sulfur: max 0.5%]. Quality shall be determined by inspection at [LOADING PORT / DESTINATION PORT] by [INSPECTION AGENCY].","Using generic descriptions like 'standard grade' without referencing a recognized specification. Vague grade language is the single most common trigger for commodity disputes at delivery.",{"name":290,"plain_english":291,"sample_language":292,"common_mistake":293},"Quantity and delivery schedule","States the total volume, unit of measure, delivery frequency, and whether the quantity is firm or subject to adjustment.","Buyer intends to purchase approximately [QUANTITY] metric tons per [month / quarter / shipment], for a total of [TOTAL QUANTITY] MT, delivered [FOB / CIF / DAP] [PORT / LOCATION] on or before [DATE].","Writing 'approximately' without a tolerance range. Without a defined variance — e.g., plus or minus 5% — disputes arise over whether a short delivery constitutes a breach.",{"name":295,"plain_english":296,"sample_language":297,"common_mistake":298},"Price and pricing formula","States the agreed price or the benchmark index and premium/discount formula used to calculate the final price, and the currency.","The purchase price shall be [USD $X per MT / calculated as [BENCHMARK INDEX] plus/minus $[X] per MT], expressed in US Dollars. The pricing date shall be [BILL OF LADING DATE / MONTH OF SHIPMENT AVERAGE].","Omitting the pricing date or index publication source. If Brent crude is the reference but no edition or publisher is named, parties can use different quotes for the same date.",{"name":300,"plain_english":301,"sample_language":302,"common_mistake":303},"Payment terms and banking details","Specifies how and when payment will be made — irrevocable letter of credit, wire transfer, or documentary collection — and the banking coordinates.","Payment shall be made by [Irrevocable Letter of Credit / TT Wire Transfer] within [X] banking days of [presentation of documents / bill of lading date]. Buyer's issuing bank: [BANK NAME, SWIFT CODE].","Leaving payment terms as 'to be agreed.' Even in an LOI, ambiguous payment terms give the seller no basis to arrange financing or logistics, delaying the entire transaction.",{"name":305,"plain_english":306,"sample_language":307,"common_mistake":308},"Inspection and testing rights","Confirms each party's right to appoint an independent inspector at loading and/or discharge, and establishes whose test result controls in case of a discrepancy.","Each party may appoint an independent inspector at its own cost. In the event of conflicting results, the findings of a mutually agreed umpire inspector shall be final and binding.","No umpire provision. Without a tiebreaker, contradictory inspection results create a standoff that halts delivery and triggers costly arbitration.",{"name":310,"plain_english":311,"sample_language":312,"common_mistake":313},"Exclusivity and confidentiality","Restricts the seller from negotiating with other buyers for the duration of the exclusivity period, and requires both parties to keep the transaction terms confidential.","During the period from the date of this LOI until [DATE / X days after signing], Seller shall not negotiate or enter into any agreement with a third party for the sale of the Commodity. Both parties shall keep the terms of this LOI strictly confidential.","Omitting an end date on the exclusivity period. An open-ended exclusivity clause can lock the seller out of the market indefinitely if the buyer delays.",{"name":315,"plain_english":316,"sample_language":317,"common_mistake":318},"Non-binding nature and path to definitive contract","Clarifies that the LOI is not a binding purchase commitment, and states the intended timeline for negotiating and signing the definitive sale-and-purchase agreement.","This LOI is a statement of intent only and does not constitute a binding obligation to complete the Transaction. The parties intend to negotiate and execute a definitive Sale and Purchase Agreement within [X] days of the date hereof.","Failing to include a non-binding disclaimer at all. Without it, a well-drafted LOI with specific commercial terms can be construed as a binding contract in some jurisdictions.",[320,325,330,335,340,345,350],{"step":321,"title":322,"description":323,"tip":324},1,"Enter full legal names and jurisdictions for both parties","Replace the buyer and seller placeholders with the registered legal entity names — not trade names or individual names. Include the jurisdiction of incorporation for each.","Ask the counterparty for a copy of their trade license or registration document before issuing the LOI — name mismatches create delays when drafting the final agreement.",{"step":326,"title":327,"description":328,"tip":329},2,"Specify the commodity with exact grade and quality parameters","Reference a recognized industry standard (e.g., ASTM, ISO, or a commodity exchange specification) for every key quality parameter. List at least three measurable parameters — gravity, sulfur content, moisture — rather than a generic grade label.","Attach a product specification sheet as an annex rather than embedding every parameter in the body — this makes updates easier if specs are revised during negotiation.",{"step":331,"title":332,"description":333,"tip":334},3,"State quantity with a tolerance range","Enter the total volume and per-shipment quantity in metric tons. Add a tolerance clause — typically plus or minus 5% at seller's or buyer's option — so minor shipping variations do not constitute a breach.","Align the tolerance range with what your logistics provider can actually achieve — vessel loading tolerances for bulk carriers typically run 3–10%.",{"step":336,"title":337,"description":338,"tip":339},4,"Define the price formula and pricing date","Enter either a fixed price per MT or a formula referencing a named benchmark index (e.g., Platts Brent Dated, LME Official Settlement Price). Specify the pricing date — bill of lading date or monthly average — and the publication source.","Using a monthly average rather than a spot date reduces exposure to single-day price spikes and is generally easier for both parties to verify independently.",{"step":341,"title":342,"description":343,"tip":344},5,"Confirm payment method and banking coordinates","Select the payment instrument — irrevocable LC or TT wire — and enter the issuing bank name, SWIFT code, and the trigger event for payment (e.g., presentation of bill of lading, packing list, and certificate of origin).","For first-time counterparties, an irrevocable letter of credit protects both sides — the seller has guaranteed payment; the buyer controls document requirements.",{"step":346,"title":347,"description":348,"tip":349},6,"Set the exclusivity period and expiry date","Enter a specific calendar end date for exclusivity — typically 14 to 30 days from signing. Confirm that the period is long enough to complete due diligence and draft the definitive agreement.","Build in a 5-business-day buffer beyond your realistic negotiation timeline — unexpected delays in banking or logistics paperwork are common.",{"step":351,"title":352,"description":353,"tip":354},7,"Review the non-binding disclaimer before sending","Confirm the non-binding clause is present and clearly worded. If any term is intended to be immediately binding — such as a confidentiality obligation or break fee — identify it explicitly as a binding exception.","Have your counterparty countersign the LOI with a date. A countersigned LOI anchors the agreed terms and reduces scope creep in the definitive contract negotiation.",[356,360,364,368],{"mistake":357,"why_it_matters":358,"fix":359},"Omitting a non-binding disclaimer","In several jurisdictions, a detailed LOI with specific price, quantity, and delivery terms has been treated as a binding agreement — exposing both parties to unintended liability before due diligence is complete.","Include a clearly worded clause stating that the LOI is a statement of intent only and does not create binding obligations except for specifically identified provisions such as confidentiality.",{"mistake":361,"why_it_matters":362,"fix":363},"Using vague grade or quality language","Terms like 'standard quality' or 'good merchantable grade' mean different things in different markets and to different buyers — the resulting delivery dispute is expensive and time-consuming to resolve.","Reference a specific industry standard (ASTM, ISO, or a named exchange specification) and list at least three measurable parameters with minimum and maximum thresholds.",{"mistake":365,"why_it_matters":366,"fix":367},"No defined exclusivity end date","An open-ended exclusivity clause can leave the seller unable to market their commodity for weeks or months if the buyer is slow to act, resulting in significant opportunity cost.","Set a specific calendar date — not a relative period like 'until further notice' — and include an automatic expiry provision if the definitive agreement is not executed by that date.",{"mistake":369,"why_it_matters":370,"fix":371},"Leaving payment terms as 'to be agreed'","Sellers cannot arrange logistics, financing, or insurance without knowing how and when they will be paid — vague payment terms stall the entire transaction.","State the payment instrument, the triggering event, the number of banking days, and the issuing or receiving bank in the LOI, even if minor details are subject to revision in the final contract.",[373,376,379,382,385,388,391,394,397],{"question":374,"answer":375},"What is a commodity letter of intent?","A commodity letter of intent is a formal written document in which a buyer or seller expresses their intention to complete a commodity transaction — covering goods such as fuel, agricultural products, or metals. It outlines the key commercial terms before both parties invest time and cost in drafting a full sale-and-purchase agreement. It is generally non-binding except for specific provisions like confidentiality.\n",{"question":377,"answer":378},"Is a commodity LOI legally binding?","In most jurisdictions, a commodity LOI is not a binding contract unless it explicitly states otherwise or contains terms specific enough that a court treats it as an agreement. To keep it non-binding, include a clear disclaimer stating it is a statement of intent only. Certain provisions — confidentiality, exclusivity, and break fees — can be made binding within an otherwise non-binding LOI by identifying them specifically.\n",{"question":380,"answer":381},"What is the difference between an LOI and a sale-and-purchase agreement for a commodity?","A letter of intent outlines the proposed terms at a high level and is typically non-binding — it signals intent and anchors the negotiation. A sale-and-purchase agreement is the definitive binding contract that governs the full transaction, including force majeure, inspection procedures, dispute resolution, and title transfer. The LOI is the starting point; the sale-and-purchase agreement is the finish line.\n",{"question":383,"answer":384},"Do I need a broker or intermediary to use this template?","No — this template is designed for direct use by buyers, sellers, or their authorized representatives. If a broker is involved, add a clause identifying the broker and confirming commission arrangements to avoid disputes after the transaction closes.\n",{"question":386,"answer":387},"What commodities does this LOI template cover?","The template is drafted broadly to cover any physical commodity trade — petroleum products and fuel, agricultural commodities such as grain and oilseeds, base and precious metals, and industrial raw materials. Adjust the grade specification clause to reference the appropriate industry standard for your specific commodity.\n",{"question":389,"answer":390},"Should the commodity LOI be signed by both parties?","Countersignature by both parties is strongly recommended, even though the LOI is non-binding. A countersigned and dated LOI confirms that both parties reviewed and accepted the outlined terms, reducing scope creep and misunderstandings during the definitive contract negotiation.\n",{"question":392,"answer":393},"How long should the exclusivity period in a commodity LOI be?","Fourteen to thirty calendar days is the typical range for commodity transactions. Complex international trades involving letters of credit, multiple shipments, or regulatory approvals may warrant 30 to 45 days. The period should be long enough to complete due diligence and negotiate the final agreement, but short enough to protect the seller from an indefinite market hold.\n",{"question":395,"answer":396},"What payment method is most common in commodity LOIs?","An irrevocable letter of credit is the most widely used instrument for international commodity transactions because it protects both sides — the seller receives guaranteed payment once shipping documents are presented, and the buyer controls the documentary requirements. TT wire transfers are used for smaller or established trading relationships where counterparty risk is lower.\n",{"question":398,"answer":399},"Can I use this template for a recurring or long-term supply arrangement?","This template is designed for a single proposed transaction or shipment cycle. For a long-term or recurring supply arrangement — such as a monthly fuel supply or an annual grain off-take — use a Supply Agreement or Off-take Agreement template, which includes provisions for volume adjustments, price reviews, and multi-year term governance.\n",[401,405,409,413],{"industry":402,"icon_asset_id":403,"specifics":404},"Energy and Petroleum","industry-energy","Crude oil, diesel, and LNG trades reference Platts or Argus benchmark pricing, API gravity and sulfur specifications, and irrevocable LCs are standard payment instruments.",{"industry":406,"icon_asset_id":407,"specifics":408},"Agriculture and Food Processing","industry-food-beverage","Grain, oilseed, and feed trades cite CBOT or ICE futures as pricing benchmarks, with moisture and protein tolerances as the primary grade parameters.",{"industry":410,"icon_asset_id":411,"specifics":412},"Mining and Metals","industry-manufacturing","Copper, zinc, and precious metal trades reference LME official settlement prices, with assay certificates from a named laboratory determining final payable metal content.",{"industry":414,"icon_asset_id":415,"specifics":416},"Import and Export Trading","industry-importer-exporter","Cross-border commodity LOIs require explicit Incoterms selection, currency denomination, and port-of-loading inspection clauses to satisfy customs and banking requirements.",[418,421,424,427],{"vs":231,"vs_template_id":419,"summary":420},"letter-of-intent-to-purchase-D12530","A general letter of intent to purchase covers any product or asset acquisition. The commodity-specific LOI adds grade specifications, benchmark price formulas, inspection rights, and Incoterms — elements that a general purchase LOI does not address. Use the commodity version whenever the goods are traded by weight, volume, or unit against a market index.",{"vs":85,"vs_template_id":422,"summary":423},"supply-agreement-D12543","A supply agreement is a binding long-term contract for recurring deliveries over a defined period. A commodity LOI is a non-binding pre-contract document for a single proposed transaction or shipment. Use the LOI to anchor the first negotiation; use the supply agreement when both parties are ready to commit to a multi-shipment program.",{"vs":100,"vs_template_id":425,"summary":426},"sales-agreement-D216","A sales agreement is a binding contract that legally completes a transaction. The commodity LOI precedes it — outlining intent before either party commits resources. Once the LOI terms are agreed, the sale-and-purchase agreement captures them in binding, enforceable form with full legal protections.",{"vs":115,"vs_template_id":242,"summary":428},"A purchase order is a buyer's formal, binding commitment to purchase specific goods at a set price. It is issued after negotiations are complete. A commodity LOI comes earlier in the process — it opens the negotiation and confirms mutual intent without triggering a financial obligation on either side.",{"use_template":430,"template_plus_review":434,"custom_drafted":438},{"best_for":431,"cost":432,"time":433},"Traders, importers, and buyers issuing a standard commodity LOI for a single transaction with a known counterparty","Free","15–30 minutes",{"best_for":435,"cost":436,"time":437},"First-time international commodity trades, transactions above $500K, or deals involving a letter of credit from an unfamiliar bank","$200–$600 (commodity lawyer or trade finance specialist review)","1–2 days",{"best_for":439,"cost":440,"time":441},"Multi-shipment off-take arrangements, trades in regulated commodities, or transactions with sovereign or state-owned counterparties","$1,500–$5,000+","1–2 weeks",[232,228,235,242,443,444,445,446,447,448,246,449],"non-disclosure-agreement-nda-D12692","distribution-agreement-D12544","memorandum-of-understanding-D12548","service-agreement-D12711","bill-of-sale-D1229","commercial-invoice-D383","master-agreement-sale-of-merchandise-D1246",{"emit_how_to":451,"emit_defined_term":451},true,{"primary_folder":94,"secondary_folder":453,"document_type":454,"industry":455,"business_stage":456,"tags":457,"confidence":461},"sales-and-purchase","letter","general","all-stages",[458,459,460,453],"agreement","letter-of-intent","commodity",0.95,"\u003Ch2>What is a Letter of Intent — Commodity?\u003C/h2>\n\u003Cp>A \u003Cstrong>Letter of Intent — Commodity\u003C/strong> is a formal written document in which a buyer or seller declares their intention to enter into a commodity transaction — covering goods such as petroleum products, agricultural commodities, or base and precious metals. It summarizes the proposed commercial terms — commodity type and grade, quantity, price formula, delivery conditions, and payment method — before either party commits to drafting a full sale-and-purchase agreement. Unlike a binding contract, it gives both sides a documented basis for negotiation while preserving flexibility to refine terms through due diligence.\u003C/p>\n\u003Ch2>Why You Need This Document\u003C/h2>\n\u003Cp>Entering a commodity negotiation without a written letter of intent leaves both parties exposed to misunderstanding, scope creep, and wasted resources. Without documented terms, verbal agreements on pricing benchmarks, grade specifications, or payment instruments are easily disputed — and in international commodity trading, those disputes are expensive and slow to resolve. A commodity LOI anchors the agreed framework from the first meeting, gives the seller confidence to hold the goods, and gives the buyer a basis to arrange financing or logistics. It also creates a clear path — and a deadline — for executing the definitive contract, preventing negotiations from drifting indefinitely. This template gives commodity traders, procurement teams, and brokers a professional, structured starting point that covers every material term in under 30 minutes.\u003C/p>\n",1778773468525]