make your free fulfillment services agreement

fulfillment services agreement

this fulfillment services agreement ("agreement") is made effective as of , by and between of , , , and of , , .

description of services. beginning on , shall assume and discharge all product distribution fulfillment responsibilities for , including:

b. packaging and repackaging,

c. inventory maintenance and shipping, and

d. quality control.

shall also perform all marketing, sales, order entry, accounts receivable, collection, and administrative functions related to the distribution of 's products.

additional services will be provided as described in the attached exhibit (collectively, the "services"). the following services (collectively, the "services") will also be provided by :

payment. shall be entitled to payment in an amount equal to % of all sales of 's products distributed by , which amount may be retained upon receipt by with no offset or reduction for returns or uncollected receivables. the balance of the money received by from sales of products shall be paid by to .

accounts. shall maintain accounts and records of the sale of s products in such form and detail as to enable to verify the accuracy of the product sales and payments made by under the previous payment section.

term. this agreement

relationship. the relationship created by this agreement is one of product distribution fulfillment between the parties herein. nothing herein is intended, or shall be construed, to create an agency, partnership, joint venture or other liability-sharing relationship.

default. the occurrence of any of the following shall constitute a material default under this agreement:

remedies. in addition to any and all other rights a party may have available according to law, if a party defaults by failing to substantially perform any provision, term or condition of this agreement (including without limitation the failure to make a monetary payment when due), the other party may terminate the agreement by providing written notice to the defaulting party. this notice shall describe with sufficient detail the nature of the default. the party receiving such notice shall have days from the effective date of such notice to cure the default(s). unless waived by a party providing notice, the failure to cure the default(s) within such time period shall result in the automatic termination of this agreement.

entire agreement. this agreement contains the entire agreement of the parties, and there are no other promises or conditions in any other agreement whether oral or written concerning the subject matter of this agreement. this agreement supersedes any prior written or oral agreements between the parties.

severability. if any provision of this agreement will be held to be invalid or unenforceable for any reason, the remaining provisions will continue to be valid and enforceable. if a court finds that any provision of this agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision will be deemed to be written, construed, and enforced as so limited.

amendment. this agreement may be modified or amended in writing, if the writing is signed by the party obligated under the amendment.

governing law. this agreement shall be construed in accordance with the laws of the state of .

notice. any notice or communication required or permitted under this agreement shall be sufficiently given if delivered in person or by certified mail, return receipt requested, to the address set forth in the opening paragraph or to such other address as one party may have furnished to the other in writing.

waiver of contractual right. the failure of either party to enforce any provision of this agreement shall not be construed as a waiver or limitation of that party's right to subsequently enforce and compel strict compliance with every provision of this agreement.

signatures. this agreement shall be signed on behalf of by , and on behalf of by .