Vendor Approval Form

VENDOR APPROVAL FORM

Vendor Information

Individual/Proprietor Partnership Corporation LLC Other:

Recitals

WHEREAS, Company Name: requires procurement of goods and services described herein; and

WHEREAS, Vendor Name: represents that it is duly authorized and qualified to provide such goods or services and has submitted required information for approval; and

WHEREAS, the parties desire to set forth approval, terms of engagement, and mandatory conditions for Vendor's provision of goods or services to Company effective as of Effective Date: .

Scope of Work

Describe the goods, services, deliverables, milestones, locations, and any performance standards or acceptance criteria. Include any subcontracting terms or limits on assignment.

Payment Terms

Total Contract Amount: . Payment will be made in accordance with the schedule below, subject to Company's receipt of proper invoice(s) and acceptance of deliverables.

Standard Payment Terms: Net days from invoice date unless otherwise stated above. Late payment may accrue a late fee of or a flat fee of , whichever is greater, until paid in full.

ACH / Electronic Transfer Check Credit Card Other:

Term and Termination

This approval and any resulting work shall commence on Start Date: and shall continue through End Date: unless earlier terminated pursuant to this section.

Either party may terminate for convenience upon written notice to the other delivered at least days prior to the effective termination date. Either party may terminate immediately for material breach if such breach remains uncured for a period of 30 days after receipt of written notice describing the breach.

Confidentiality

"Confidential Information" means non-public information disclosed by one party to the other, whether disclosed orally, in writing, or by inspection, that is designated as confidential or that reasonably should be understood to be confidential. Vendor shall (a) hold Confidential Information in strict confidence, (b) use Confidential Information solely for performance under this approval, and (c) not disclose Confidential Information to any third party except as required for performance and subject to a written obligation of confidentiality no less protective than this clause.

Confidential Information does not include information that (i) is or becomes publicly available through no fault of the receiving party, (ii) is already known to the receiving party without restriction at the time of disclosure, or (iii) is rightfully received from a third party without breach of obligation. Upon termination or request, the receiving party will return or destroy Confidential Information and certify such destruction upon request.

Representations; Insurance; Compliance

Vendor represents and warrants that it has full authority to enter this approval, will perform in a professional manner consistent with industry standards, and will comply with all applicable laws, rules, and regulations in the performance of its obligations.

Vendor maintains the following minimum insurance coverages as applicable: General Liability, Workers' Compensation, and Professional Liability. Certificate of Insurance Provided: . If yes, describe limits and carrier:

Governing Law and Dispute Resolution

This approval shall be governed by and construed in accordance with the laws of the State of without regard to conflict of laws principles. The parties agree that disputes will first be submitted to good faith negotiation between senior representatives, and if unresolved, will be resolved in the state or federal courts located in the governing state.

Entire Agreement

This Document, together with any referenced attachments, purchase orders, or executed change orders, constitutes the entire agreement between the parties concerning its subject matter and supersedes all prior and contemporaneous agreements, proposals, and communications. Any amendment must be in writing and signed by authorized representatives of both parties.

Certification and Approvals

By submitting this form, Vendor certifies under penalty of perjury that the information provided is true and accurate, that Vendor is authorized to enter into the obligations described, and that Vendor will notify Company promptly of any material changes to its status, insurance, or ability to perform.

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