Business Supply Application

Business Supply Application and Supply Agreement

Recitals

WHEREAS, Applicant has requested that Supplier establish a supply account and provide goods and related services on the terms set forth in this Business Supply Application and Supply Agreement (the Agreement); and

WHEREAS, Supplier is willing to consider Applicant for credit and to supply goods in accordance with the credit, pricing and delivery terms set forth herein, subject to Supplier's verification of Applicant's creditworthiness and acceptance of this Application by Supplier in writing; and

WHEREAS, the parties intend this instrument to serve both as an application for a supply account and as the controlling agreement for supply, payment and related obligations upon Supplier's acceptance.

Applicant Information

Entity Type: Corporation LLC Partnership Sole Proprietorship Other

Federal Tax ID (EIN):     State of Formation:     Formation Date:

Phone:     Email:

Scope of Work

The parties agree that Supplier will provide the goods and related services described below. Applicant must specify the nature, categories and any special handling or delivery requirements. Supplier's acceptance of orders, pricing and delivery shall be subject to credit approval and final written confirmation by Supplier.

Payment Terms

Standard Account Pricing / Credit Requested: $

Payment Schedule: Net 30 Net 45 COD Prepayment

Late Payment Fee (applies to past due balances): % per month (or the maximum allowed by law).

If Applicant elects a credit account, Applicant agrees to pay all invoices in full according to the elected payment schedule. Supplier may suspend shipments or rescind credit privileges for late payment or material breach following written notice and the expiration of any applicable cure period.

Term and Termination

This Agreement shall commence on and shall continue until unless earlier terminated as provided below.

Either party may terminate this Agreement for convenience upon written notice to the other party delivered at least days prior to termination. Supplier may immediately terminate or suspend performance if Applicant fails to pay amounts when due or if Applicant's financial condition materially deteriorates.

Confidentiality

Each party (the Receiving Party) will hold in confidence all non-public business information disclosed by the other party (the Disclosing Party) that is designated confidential or that reasonably should be understood to be confidential given the nature of the information. Confidential information does not include information that is: (a) generally known to the public other than through a breach of this Agreement; (b) known to the Receiving Party prior to disclosure; (c) rightfully obtained from a third party without restriction; or (d) independently developed by the Receiving Party. The Receiving Party may disclose Confidential Information to its employees, agents or professional advisors who have a need to know, provided they are bound by confidentiality obligations at least as protective as those herein. This obligation survives termination for three (3) years, except for trade secrets, which remain protected to the extent permitted by law.

Application Certification and Credit Authorization

Applicant certifies that the information provided in this Application is true, complete and correct. Applicant authorizes Supplier and its agents to investigate Applicant's credit history and to obtain bank and trade references. Applicant shall promptly notify Supplier in writing of any material change in Applicant's financial condition. Applicant agrees to provide updated financial statements upon Supplier's reasonable request.

I authorize Supplier to obtain credit and bank references and to make inquiries as necessary to evaluate this application: Applicant hereby authorizes credit inquiry

References

Account/Acct #:     Phone:

Account/Acct #:     Phone:

Account #:     Bank Contact:

Governing Law; Entire Agreement

Governing Law: This Agreement and any dispute arising out of or related to it shall be governed by and construed in accordance with the laws of the State of , without regard to conflict of laws principles.

Entire Agreement: This Agreement constitutes the entire agreement between Applicant and Supplier with respect to the subject matter hereof and supersedes all prior or contemporaneous oral or written agreements, representations, warranties or understandings. No modification, amendment or waiver shall be effective unless in writing and signed by an authorized representative of each party.

Miscellaneous Provisions

Remedies: Supplier's remedies for nonpayment or other breach shall include, without limitation, suspension of shipments, offset, acceleration of unpaid balances, and recovery of costs of collection, including reasonable attorneys' fees and court costs, to the extent permitted by law.

Severability: If any provision of this Agreement is held invalid or unenforceable, the remainder shall continue in full force and effect to the fullest extent permitted by law.

Acknowledgment

By signing below, Applicant certifies that the information in this Application is true and complete and that Applicant has authority to bind the named entity. Applicant agrees to be bound by the terms and conditions set forth in this Application and Agreement upon Supplier's acceptance.

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