Proof of Label

PROOF OF LABEL

This Proof of Label Agreement (the Agreement) is made effective as of , by and between:

Recitals

WHEREAS, Provider is engaged in the design, production, and printing of product labels and related packaging materials and possesses experience and capability to produce labels in accordance with Client specifications; and

WHEREAS, Client has supplied label artwork, regulatory requirements, and product information and requires Provider to produce label proofs and final labels in conformity with such materials; and

WHEREAS, the parties wish to document Client approval of label proofs and the terms under which Provider will proceed to production.

Proof Details

Label ID:    SKU:

Proof produced on:    Proof version:

Scope of Work

Provider shall prepare, submit for approval, and — upon approval — produce labels in accordance with Client specifications. Services include color proofing, regulatory text placement, bleed and trim validation, and pre-press adjustments necessary for print compliance.

Approval / Proof Acknowledgment

By execution below, Client acknowledges review of the submitted label proof and elects the following (select one):

Approve as presented — authorize Provider to proceed to production.

Approve with changes — Client has listed required adjustments below; Provider will not proceed until written confirmation of resolution.

Payment Terms

Total amount for label production and associated services: $

Invoices due within days of invoice date. Late payments shall incur a late fee of , and Provider may suspend production for accounts more than overdue.

Term and Termination

Term Commencement Date:    Term Expiration Date:

Either party may terminate this Agreement for convenience upon providing written notice to the other party. Termination for material breach is effective immediately upon written notice if the breach remains uncured for following notice.

Confidentiality

Each party shall maintain in confidence and not disclose to third parties any non-public information received from the other party in connection with this Agreement, including but not limited to artwork files, formulations, pricing, and regulatory strategies (Confidential Information). Confidential Information shall not include information that is publicly known, independently developed, or rightfully received from a third party without restriction.

The receiving party shall use Confidential Information solely for performance of this Agreement, shall implement reasonable safeguards to prevent disclosure, and shall return or destroy Confidential Information upon request or upon termination of this Agreement.

Compliance and Warranty

Provider warrants that final printed labels will conform to the approved proof and to the specifications set forth in the Scope of Work, subject to normal production tolerances. Client represents that all provided copy, claims, and regulatory statements are accurate and that Client is responsible for compliance with applicable labeling laws and regulations unless Provider expressly agreed in writing to provide regulatory advisory services.

Governing Law

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

Entire Agreement

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

Additional Provisions

Liability for consequential, incidental, or punitive damages is excluded to the fullest extent permitted by law. Provider's aggregate liability for any claim arising under this Agreement shall not exceed the total amounts paid by Client under this Agreement for the specific label production at issue.

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