Business Supplier Packet

Business Supplier Packet

Parties and Recitals

Client Name:    Supplier Name:

WHEREAS, Client requires certain goods and/or services in connection with its business operations and seeks to engage Supplier to provide such goods and/or services under the terms set forth in this packet; and

WHEREAS, Supplier represents that it is duly qualified, licensed and capable of providing the required goods and/or services and agrees to comply with the terms, including quality, delivery, and invoicing procedures specified herein;

WHEREAS, the parties desire to reduce to writing their mutual understandings and the conditions under which Supplier will deliver goods and/or perform services for Client.

Supplier Information

Individual    Corporation    LLC    Partnership

Scope of Work

Description of goods and/or services to be supplied. Specify deliverables, performance standards, and acceptance criteria.

Payment Terms

Contract Price / Estimated Value: $

Late Payment Fee:   Invoices to be submitted to:

Payment Method / Banking Details

Preferred Payment Method:    ACH    Check    Credit Card

Term and Termination

Term Commencement Date:   Term Expiration Date:

Either party may terminate this agreement for convenience upon days' prior written notice to the other party. Termination for cause shall be permitted upon material breach that remains uncured for days following written notice of such breach.

Confidentiality

Supplier acknowledges that during the term of this relationship it may receive Confidential Information of Client. Supplier shall: (a) maintain such information in strict confidence; (b) use Confidential Information only for purposes of performing under this packet; and (c) not disclose Confidential Information to any third party except to employees or subcontractors who have a need to know and who are bound by obligations of confidentiality at least as protective as those set forth herein. Confidential Information does not include information that is or becomes generally known through no fault of Supplier, is independently developed by Supplier without use of Client Confidential Information, or is rightfully received from a third party without restriction.

Insurance and Indemnity

Supplier shall maintain insurance coverage appropriate to the services provided and shall indemnify, defend and hold Client harmless from any claims, liabilities, losses, damages, costs and expenses (including reasonable attorney fees) arising out of Supplier's negligence, willful misconduct, or breach of this Packet.

Compliance with Laws

Supplier represents and warrants that it will comply with all applicable federal, state and local laws, regulations and ordinances in the performance of its obligations, including but not limited to labor, tax, environmental and export control laws.

Governing Law; Dispute Resolution

This Packet shall be governed by and construed in accordance with the laws of the State of without regard to conflict of law principles. The parties agree that any dispute arising under this Packet will be resolved by binding arbitration in that state unless otherwise mutually consented in writing.

Entire Agreement

This Packet, together with any purchase orders or exhibits expressly incorporated herein in writing, constitutes the entire agreement between Client and Supplier with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, representations and communications, whether written or oral. No amendment shall be binding unless made in writing and signed by authorized representatives of both parties.

Acknowledgement and Certifications

By signing below, Supplier certifies that the information provided in this Business Supplier Packet is true, accurate and complete, that Supplier has the authority to enter into this Packet, and that Supplier accepts the terms and conditions contained herein.

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