Unit Specification Form

UNIT SPECIFICATION FORM

RECITALS

This Unit Specification Form (the "Form") is made and entered into as of the day of , by and between:

Client Name:     Supplier Name:

WHEREAS, Supplier is engaged in the design, manufacture and delivery of modular units and related components and has represented that Supplier will supply a unit that conforms to the requirements set forth in this Form; and

WHEREAS, Client requires the unit described below (the "Unit") for the project identified herein and intends to rely upon the specifications, tolerances, performance criteria and acceptance procedures set forth in this Form; and

NOW, THEREFORE, in consideration of the mutual promises contained herein, the parties agree that the Unit shall be provided in accordance with the specifications and terms set out in this Form.

UNIT IDENTIFICATION

UNIT TYPE & DIMENSIONS

Unit Type: Residential Commercial Modular Custom

Floor Area (usable):     Gross Weight (estimated):

MATERIALS, FINISHES & FIXTURES

MECHANICAL, ELECTRICAL & PLUMBING

Voltage/Phase:    Main Breaker Rating:

PERFORMANCE, TOLERANCES & TESTING

SCOPE OF WORK

PAYMENT TERMS

Total Contract Amount: $

Late Payment Fee:    Payment Currency:

TERM AND TERMINATION

Commencement Date:    Estimated Completion Date:

Either party may terminate this Form for material breach if the breaching party fails to cure such breach within the notice period specified above. Termination does not relieve the breaching party of liability for damages resulting from the breach, nor does it relieve the non-breaching party of its obligation to pay for work completed in accordance with the testing and acceptance provisions.

CONFIDENTIALITY

Each party shall maintain in confidence and shall not disclose to any third party any confidential or proprietary information disclosed by the other party in connection with this Form, except to the extent required by law or necessary to perform obligations under this Form. Confidential information shall include technical data, drawings, pricing, and the terms of this Form. Obligations set forth in this clause shall survive termination or expiration of this Form for a period of three (3) years.

GOVERNING LAW; ENTIRE AGREEMENT

Governing Law: The rights and obligations of the parties under this Form shall be governed by and construed in accordance with the laws of without regard to conflict of law principles.

Entire Agreement: This Form, including any attachments, specifications and amendment in writing signed by both parties, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior negotiations, proposals, and agreements, whether written or oral.

CHANGES AND AMENDMENTS

Any change to the Unit specifications, scope of work, or schedule shall be made only by written change order signed by authorized representatives of both parties. Change orders shall set out adjustments to price, schedule and any other affected terms.

MISCELLANEOUS PROVISIONS

Assignment: Neither party may assign its rights or delegate its obligations under this Form without the prior written consent of the other party, except to an affiliate or in connection with a merger or sale of substantially all of the assigning party's assets.

Severability: If any provision of this Form is held invalid or unenforceable by a court of competent jurisdiction, the remainder of this Form shall remain in full force and effect.

SIGNATURES

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