Tooling Request Form

TOOLING REQUEST FORM

Requesting Parties and Identifiers

Request Date:

Recitals

WHEREAS, the Requesting Party, identified above, requires the design, fabrication and delivery of production tooling, fixtures, gauges or dies for manufacture of parts in accordance with the specifications set forth in this form;

WHEREAS, the Supplier has the capability and agrees to design, construct, deliver and, where agreed, maintain such tooling under the terms and conditions agreed herein; and

WHEREAS, the parties intend that this Tooling Request Form set forth both the technical requirements and the commercial terms governing the tooling work requested.

Scope of Work

The Supplier shall perform the design, fabrication, pre-production trials, and delivery of tooling in accordance with the requirements specified below and any attached drawings or specifications incorporated by reference. The Supplier shall supply qualified personnel, equipment and materials necessary to meet accepted industry standards and the Requesting Party's documented specifications.

Tooling Details

Mold Die Fixture Gauge Other

Required Completion Date:

Normal Expedited Critical

Payment Terms

The Requesting Party agrees to pay the Supplier for tooling work described herein in accordance with the amounts and schedule selected below. All payments are due in accordance with the schedule and are subject to the late fee provisions set forth.

Term and Termination

The obligations to design and construct the tooling commence on the Effective Date identified below and continue until final delivery and accepted trial runs are completed, unless terminated earlier in accordance with this section.

Effective Date:   Anticipated Completion Date:

Either party may terminate for material breach if the breaching party fails to cure such breach within the notice period specified above. Termination does not relieve the Requesting Party of payment for tooling work performed and delivered in accordance with accepted milestones or accepted partial deliveries prior to termination.

Confidentiality

The parties acknowledge that technical specifications, drawings, test results, and tooling designs constitute Confidential Information. Each party shall protect such information from unauthorized disclosure and shall use it only for purposes of fulfilling obligations under this request. Confidential information shall not be disclosed to third parties without prior written consent, except as required by law.

Confidential Designation:   If checked, tooling designs and related materials will be marked and handled as confidential and returned or destroyed upon Requesting Party request at project completion.

Governing Law

This Tooling Request Form and any resulting agreement 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 Tooling Request Form, together with any attachments, drawings and purchase order terms that are accepted in writing by both parties, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior oral or written negotiations, representations or agreements.

Approvals (Internal)

Signature: Date:

Signature: Date:

Signature: Date:

Acknowledgement and Acceptance

By signing below, the parties acknowledge and agree that the information provided in this Tooling Request Form accurately reflects the Requesting Party's tooling requirements and that the Supplier's acceptance by signature constitutes agreement to the scope, schedule and commercial terms set forth herein, subject to any attachments or written exceptions recorded at the time of signature.

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