Furniture Cabinet Package

FURNITURE CABINET PACKAGE AGREEMENT

This Furniture Cabinet Package Agreement (the "Agreement") is made effective as of by and between Supplier Name: with principal place of business at , and Client Name: with address .

WHEREAS

WHEREAS, Supplier is engaged in the business of manufacturing, supplying, and installing custom furniture cabinet systems and related hardware and finishes; and

WHEREAS, Client desires to purchase from Supplier a furniture cabinet package as described in this Agreement for the location at ;

NOW, THEREFORE, in consideration of the mutual covenants set forth herein, the parties agree as follows.

SCOPE OF WORK

Supplier shall furnish all labor, materials, equipment and supervision required to supply and, if selected, install the furniture cabinet package described below in accordance with accepted industry standards and the specifications contained in the Scope of Work. All work shall be performed by qualified personnel and shall conform to applicable codes and ordinances.

PACKAGE CONTENTS

Item 1

Quantity:    Unit Price:    Line Total:

Item 2

Quantity:    Unit Price:    Line Total:

Item 3

Quantity:    Unit Price:    Line Total:

PAYMENT TERMS

Client shall pay Supplier the Total Package Price as follows. A non-refundable deposit of (Deposit Percent) representing is due upon execution of this Agreement. The remaining balance is due in accordance with the payment schedule below.

Any undisputed overdue amount shall bear late charges of on the overdue balance, or the maximum permitted by law, whichever is less. Client shall also be responsible for reasonable collection costs, including attorneys' fees, incurred by Supplier in collecting overdue amounts.

DELIVERY, INSTALLATION AND ACCEPTANCE

Estimated delivery date: . If installation is included, Supplier will perform installation at the project location listed above. Client shall permit Supplier reasonable access to perform installation and shall clear the work area of obstructions.

Acceptance: Client shall inspect delivered goods and installation and shall either provide written acceptance or written notice of defects within of completion. Failure to provide timely written notice shall constitute acceptance.

CHANGE ORDERS

Any change to the Scope of Work, including modifications to materials, finishes, dimensions, or scheduling, shall be documented in a written change order signed by both parties. The change order shall set forth any adjustment to price and/or schedule. Supplier shall not be obligated to perform work outside the written Scope of Work without a signed change order.

TERM AND TERMINATION

Term: This Agreement commences on the Start Date: and shall continue until completion of the Scope of Work or the End Date: , unless earlier terminated in accordance with this Agreement.

Either party may terminate this Agreement for material breach by the other party if the breaching party fails to cure such breach within days following written notice. Additionally, either party may terminate for convenience upon days' prior written notice; in such event, Client shall pay Supplier for work performed and materials ordered through the effective date of termination.

CONFIDENTIALITY

Each party agrees that Confidential Information of the other party shall be held in strict confidence and shall not be disclosed to third parties without the disclosing party's prior written consent except as required by law. "Confidential Information" includes pricing, technical specifications, drawings, proprietary methods, and other non-public information disclosed in relation to this Agreement. Confidentiality obligations shall survive termination of this Agreement for a period of .

WARRANTY AND LIMITATION OF LIABILITY

Supplier warrants that delivered cabinets will be free from defects in material and workmanship under normal use for a period of from the date of acceptance. Supplier's sole obligation under this warranty shall be, at Supplier's option, repair or replacement of defective items or refund of the portion of the purchase price attributable to the defective item. EXCEPT FOR THE EXPRESS WARRANTY SET FORTH ABOVE, SUPPLIER DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED.

IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SUPPLIER'S AGGREGATE LIABILITY FOR CLAIMS ARISING UNDER THIS AGREEMENT SHALL NOT EXCEED THE TOTAL AMOUNTS PAID BY CLIENT TO SUPPLIER UNDER THIS AGREEMENT.

INDEMNIFICATION

Each party shall indemnify, defend and hold harmless the other party from and against any losses, liabilities, damages and expenses (including reasonable attorneys' fees) arising from the indemnifying party's negligence, willful misconduct, or breach of this Agreement, except to the extent caused by the indemnitee's negligence or willful misconduct.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the jurisdiction of , without regard to its conflicts of law principles.

ENTIRE AGREEMENT

This Agreement, together with any executed change orders and attachments expressly incorporated herein, constitutes the entire agreement between the parties concerning the subject matter and supersedes all prior and contemporaneous agreements, representations, and understandings, whether written or oral. No amendment or modification shall be effective unless in writing and signed by both parties.

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