Nutrition Product Order Form

NUTRITION PRODUCT ORDER FORM AND PURCHASE AGREEMENT

Parties and Contact Information

Recitals

WHEREAS, Seller manufactures, markets, or distributes nutrition products, dietary supplements, and related goods (collectively referred to as "Products"); and

WHEREAS, Buyer desires to purchase Products from Seller according to the terms of this Order Form and Purchase Agreement (the "Agreement"), and Seller is willing to sell such Products subject to the terms set forth below; and

WHEREAS, the parties intend that this document, together with any schedules or attachments executed by both parties, sets forth the entire agreement for the sale and purchase of Products ordered herein.

Order Details

Purchase Order Number:

Scope of Work / Fulfillment

The Seller will fulfill the order set forth above in accordance with the following specifications, lead times, and packing requirements. Delivery is subject to product availability, quality inspection, and compliance with packaging and labeling requirements specified by Buyer below.

Payment Terms

Buyer agrees to pay Seller the amounts set forth in this Order in United States dollars according to the schedule provided below. All payments shall be made in cleared funds by the agreed payment method. Prices do not include taxes unless expressly stated; Buyer is responsible for applicable taxes unless Buyer supplies valid tax exemption documentation.

If payment is not received by the due date, Seller may assess a late fee of: and reserves the right to withhold further shipments until account is current.

Accepted payment methods (check all that apply): Bank transfer Credit card Check Other

Delivery, Risk of Loss, and Returns

Delivery terms are FOB Seller's shipping point unless otherwise agreed in writing. Risk of loss passes to Buyer upon delivery to the carrier. Buyer shall inspect shipments promptly and provide written notice of any nonconformity or shortage within ten (10) business days of receipt. Returns will be accepted only in accordance with Seller's written return policy and with prior authorization.

Term and Termination

This Agreement is effective as of Start Date: and will remain in effect until End Date: unless earlier terminated in accordance with the provisions below.

Either party may terminate this Agreement for material breach that remains uncured for a period of after written notice. Termination for convenience requires prior written notice.

Confidentiality

Each party agrees that Confidential Information disclosed by the other party will be used only for performance under this Agreement and will not be disclosed to third parties except as required by law or as necessary to perform the obligations hereunder. Confidential Information does not include information that is publicly available through no fault of the receiving party or independently developed without use of the disclosing party's Confidential Information. The obligations of confidentiality survive termination of this Agreement for a period of three (3) years.

Warranties and Limitation of Liability

Seller warrants that Products supplied under this Agreement shall conform to Seller's specifications and be free from material defects at the time of shipment. Except as expressly set forth in this Agreement, Seller disclaims all other warranties, express or implied, including merchantability and fitness for a particular purpose. In no event shall Seller's liability exceed the purchase price of the affected Products. Neither party shall be liable for consequential or incidental damages except for liability arising from gross negligence or willful misconduct.

Governing Law and Dispute Resolution

This Agreement will be governed by and construed in accordance with the laws of the State of without regard to conflict of laws principles. The parties agree to attempt in good faith to resolve disputes through negotiation prior to initiating formal legal action. If litigation is necessary, the parties submit to the exclusive jurisdiction of the state and federal courts located within that state.

Entire Agreement

This Order Form and Purchase Agreement, including any attachments and acknowledged purchase orders, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous agreements, proposals, or representations, whether written or oral. Any amendment or modification must be in writing and signed by authorized representatives of both parties.

Additional Provisions

Buyer acknowledges that certain Products may be subject to labeling, ingredient, or regulatory requirements. Buyer is responsible for ensuring compliance with any labeling or marketing claims it makes regarding the Products. Seller shall provide reasonable documentation on request to support compliance.

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