Custom Foam Balls Order Form

Custom Foam Balls Order Form and Purchase Agreement

Parties and Order Identification

Effective Date: — This Order Form and Purchase Agreement (the "Agreement") is entered into between Client Name: and Supplier Name: .

WHEREAS, Supplier is engaged in the manufacture and sale of custom foam balls and related products, and Client desires to purchase custom foam balls from Supplier subject to the terms and conditions set forth herein; and

WHEREAS, the parties intend for this Order Form to set forth the complete specification, pricing, delivery, payment and other material terms governing the manufacture and sale of the custom foam balls described below.

Scope of Work

Product Specifications

Logo Print Required: Print Details:

Order Quantity and Pricing

Payment Terms

Total Contract Price (USD):

Late Payment Fee: % per month on overdue amounts, minimum late fee of USD .

Wire Transfer Check Credit Card (subject to card processing fee)

Lead Time, Delivery, and Shipping

Estimated Production Lead Time: from receipt of approved artwork and deposit. Requested Delivery Date: .

Term and Termination

Agreement Start Date: . Agreement End Date (if any): .

Either party may terminate this Agreement for material breach if the breaching party fails to cure such breach within days' written notice. Either party may terminate for convenience upon days' prior written notice to the other party. Termination does not relieve Client of payment for Goods delivered or manufacturing costs reasonably incurred prior to termination.

Warranty, Inspection, and Acceptance

Supplier warrants that the custom foam balls will conform to the specifications set forth in this Order Form and will be free from defects in material and workmanship for a period of days from delivery. Client shall inspect goods within days of receipt and shall provide written notice of any nonconformance. Remedies for valid claims are limited to repair, replacement, or refund of the purchase price at Supplier's option. Supplier disclaims all other warranties, express or implied, except as expressly stated herein.

Confidentiality

Each party agrees to hold confidential all non-public information disclosed by the other party in connection with this Agreement, including designs, tooling specifications, pricing and customer information, and to use such information solely for the performance of this Agreement. Confidential information shall not include information that is publicly known, independently developed, or required to be disclosed by law. Obligations of confidentiality shall survive for a period of from the date of disclosure.

Limitation of Liability

Except for liability arising from Supplier's gross negligence or willful misconduct, in no event shall either party be liable to the other for consequential, incidental, special or punitive damages. Supplier's aggregate liability for any claim arising out of or related to this Agreement shall not exceed the total amount paid by Client to Supplier under this Order Form.

Governing Law; Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to its conflict of laws principles. The parties will attempt to resolve disputes through good faith negotiation; if unsuccessful, disputes shall be resolved in the state or federal courts located in the county where Supplier's principal place of business is located.

Entire Agreement; Amendment

This Order Form, together with any attached specifications, drawings, purchase orders and approved samples, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior negotiations and agreements. Any amendment or modification must be in writing and executed by authorized representatives of both parties.

Cancellation, Returns, and Samples

Orders are binding upon Supplier's acceptance. Cancellations requested after Supplier has commenced production may be subject to cancellation charges covering materials, labor and overhead. Returns are subject to Supplier's written authorization. Samples produced for approval will be charged as follows: unless otherwise agreed in writing.

Contact and Billing Information

Acknowledgement and Acceptance

By signing below, Client acknowledges acceptance of the specifications, quantities, pricing, payment schedule, lead times and all terms and conditions set forth in this Order Form and Purchase Agreement. Client further represents that it has authority to place this order and to bind the entity identified as Client Name.

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