Order Print Confirmation

ORDER PRINT CONFIRMATION

This Order Print Confirmation (the "Confirmation") is entered into by and between Client Name: and Vendor Name: .

WHEREAS

WHEREAS, Client has requested that Vendor produce printed materials in accordance with the specifications set forth below and Vendor has represented that it has the capacity and expertise to perform such printing services in a professional manner.

WHEREAS, the parties intend by this Confirmation to document the scope, price, schedule, and other material terms governing the referenced print order identified as Order Number: placed on Order Date: .

SCOPE OF WORK

Vendor shall perform the printing services described below in accordance with the specifications, materials, schedule, and quality standards accepted by the parties. Vendor shall furnish all labor, materials, equipment and supervision necessary to complete the work.

Item: Quantity: Unit Price:

Desired Delivery Date: Proof Approval Required: Yes    Proof Approval Initials:

PAYMENT TERMS

Client shall pay Vendor the Total Contract Amount in accordance with the schedule below. All payments shall be in U.S. dollars unless otherwise agreed in writing. Vendor may withhold delivery until payment obligations due at each stage are satisfied.

TERM AND TERMINATION

This Confirmation commences on Start Date: and continues until End Date: , unless earlier terminated in accordance with this section.

Either party may terminate this Confirmation for convenience upon written notice to the other party delivered no fewer than days prior to the proposed termination date. Termination for material breach may be effected immediately where a non‑breaching party provides written notice and the breaching party fails to cure within a commercially reasonable period not to exceed 15 days.

CONFIDENTIALITY

Each party shall hold in strict confidence all proprietary or confidential information disclosed by the other party in connection with this Confirmation, shall not disclose such information to any third party without the disclosing party's prior written consent, and shall use such information solely to perform its obligations under this Confirmation. Confidential information does not include information that (a) is or becomes publicly known other than through breach of this provision, (b) is rightfully received from a third party without similar restriction, or (c) is independently developed.

Breach of confidentiality shall entitle the non-breaching party to injunctive relief in addition to any other remedies at law or in equity.

Materials Designated Confidential:

INTELLECTUAL PROPERTY

Client represents and warrants that Client owns or has secured all rights, licenses and permissions necessary for Vendor to reproduce Client-provided materials. Client grants Vendor a limited license to use Client materials solely to perform this Confirmation. Vendor warrants that final printed work produced specifically for Client under this Confirmation shall not infringe third-party intellectual property rights.

GOVERNING LAW

This Confirmation 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 Confirmation, including any attachments, specifications and accepted proofs, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, whether oral or written. Any modification to this Confirmation must be in writing and signed by authorized representatives of both parties.

RISK OF LOSS; INSPECTION

Risk of loss passes to Client upon delivery to the shipping carrier or upon pick-up if Client arranges collection. Client shall inspect delivered materials within business days and shall notify Vendor in writing of claimed defects. Failure to timely notify constitutes acceptance.

CONTACTS

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