Company Letterhead
{{company_name}}
{{company_address}}
Phone: {{phone}}
Email: {{email}}
Website: {{website}}
Fulfillment Services Agreement
This Fulfillment Services Agreement ("Agreement") is made and entered into as of this {{date}} by and between {{client_company_name}}, a company duly organized and existing under the laws of {{client_company_jurisdiction}}, with its principal place of business at {{client_company_address}} ("Client"), and {{provider_company_name}}, a company duly organized and existing under the laws of {{provider_company_jurisdiction}}, with its principal place of business at {{provider_company_address}} ("Provider").
1. Scope of Services
1.1. The Provider shall perform the following fulfillment services for the Client (the "Services"): warehousing, inventory management, order processing, picking and packing, shipping and handling, and returns management, all as more fully described in Schedule A attached hereto.
1.2. The Provider shall use its best efforts to perform the Services in a professional and workmanlike manner, in accordance with industry standards and the terms of this Agreement.
2. Client Responsibilities
2.1. The Client shall provide the Provider with accurate and timely order information, product specifications, and any other necessary data to facilitate the provision of the Services.
2.2. The Client is responsible for ensuring that all products provided to the Provider for fulfillment are legally compliant and safe for distribution.
3. Fees and Payment
3.1. The Client shall pay the Provider fees for the Services as set forth in Schedule B attached hereto ("Fees").
3.2. Invoices shall be submitted by the Provider on a {{billing_frequency}} basis and are due and payable within {{payment_terms}} days of the invoice date.
3.3. All payments shall be made in {{currency}}.
4. Term and Termination
4.1. This Agreement shall commence on the Effective Date and continue for a period of {{term_length}} years/months, unless earlier terminated in accordance with the provisions herein.
4.2. Either party may terminate this Agreement upon {{notice_period}} days' written notice to the other party for a material breach of this Agreement, if such breach remains uncured after the notice period.
5. Limitation of Liability
5.1. The Provider shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits or revenues, whether incurred directly or indirectly, or any loss of data, use, goodwill, or other intangible losses, resulting from (a) your access to or use of or inability to access or use the services; (b) any conduct or content of any third party on the services; (c) any content obtained from the services; and (d) unauthorized access, use or alteration of your transmissions or content.
5.2. The Provider's total aggregate liability under this Agreement shall not exceed the total fees paid by the Client to the Provider under this Agreement during the {{liability_period}} months immediately preceding the event giving rise to the claim.
6. Confidentiality
6.1. Both parties agree to keep all confidential information, including but not limited to business plans, customer lists, and pricing strategies, confidential during the term of this Agreement and for a period of {{confidentiality_period}} years thereafter.
7. Governing Law
7.1. This Agreement shall be governed by and construed in accordance with the laws of {{governing_jurisdiction}}.
8. Entire Agreement
8.1. This Agreement constitutes the entire agreement between the parties and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect to such subject matter.
Signature Block
IN WITNESS WHEREOF, the parties hereto have executed this Fulfillment Services Agreement as of the date first above written.
_____________________________
Client Company Name: {{client_company_name}}
Authorized Signatory: {{client_signatory_name}}
Title: {{client_signatory_title}}
Date: {{date}}
_____________________________
Provider Company Name: {{provider_company_name}}
Authorized Signatory: {{provider_signatory_name}}
Title: {{provider_signatory_title}}
Date: {{date}}
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