Vendor Contract

**Vendor Contract**

**1. Identification:**

This agreement ("Agreement") is entered into between:

**Shop Local Southern Utah DBA Cedar Street Fest LLC**
4351 North Apple Blossom Lane, Enoch, Utah.

And

**Vendor:**
[Full legal name, address, and contact information]

**2. Products/Services:**

The Vendor agrees to provide the following products/services:

[Detailed description, specifications, quantities, and quality standards]

**3. Pricing and Payments:**

- Pricing determination: Based on current market value.
- Payment terms: The vendor agrees to a commission rate of 20% on all sales.
- Applicable taxes or fees: Taken care of by Shop Local Southern Utah.

**4. Term and Termination:**

- Duration: 6 months commitment.
- Termination: End of the contract.

**5. Delivery and Fulfillment:**

- Responsibilities: Vendor handles shipping, fulfillment, and provider by (Shop Local Southern Utah) shipping label.
- Expected delivery times: Fulfilled within 6 days.

**6. Quality Assurance:**

- Quality standards: Excellent quality products preferred.
- Handling defective items: Procedures to be discussed.

**7. Marketing and Promotion:**

- Agreed marketing activities: Vendor participation in specified events.
- Use of branding materials: Vendor's trademarks and logos for advertising by Shop Local Southern Utah.

**8. Confidentiality:**

- Protection of confidential information: Mutual agreement.

**9. Insurance:**

- Insurance requirements: Standard liability insurance, and any other required for the product or service.

**10. Indemnification:**

- Legal claims: Vendor's responsibility.

**11. Compliance with Laws:**

- Assurance of compliance: Both parties will adhere to relevant laws and regulations.

**12. Dispute Resolution:**

- Dispute resolution: 30-day return policy, other resolutions before legal action.

**13. Non-Compete or Exclusivity:**

- Vendor working with competitors: Allowed.
- Exclusivity arrangements: Negotiable financial with incentives.

**14. Force Majeure:**

- Unforeseen circumstances: Handled through liability insurance and other appropriate means.

**15. Miscellaneous Clauses:**

- Governing law and jurisdiction.
- Amendments to the contract.
- Entire agreement clause.

**Exhibits:**

**Exhibit A: Product/Service Specifications**
*This exhibit outlines the specific details of the products or services the vendor is providing. It includes, but is not limited to:*

1. **Product Descriptions:** Detailed descriptions of each product or service, specifying features, materials used, and any unique attributes.
2. **Technical Specifications:** Technical details such as size, dimensions, weight, and color options.
3. **Quality Standards:** Clear standards for the quality expected, ensuring that the vendor understands the level of quality required for each product or service.
4. **Customization Options:** If applicable, details on any customization options available to customers and the associated guidelines.

**Exhibit B: Quality Assurance Procedures**
*This exhibit focuses on the procedures and standards for maintaining the quality of the products or services. It includes:*

1. **Inspection Processes:** Clearly defined procedures for inspecting products before shipment to ensure they meet quality standards.
2. **Quality Control Measures:** Steps taken to monitor and control quality during the production process.
3. **Defect Resolution:** Protocols for handling defective or substandard items, including the process for returns, replacements, or refunds.
4. **Customer Feedback Mechanisms:** Methods for collecting and responding to customer feedback regarding product quality.

**Exhibit C: Insurance Requirements**
*This exhibit outlines the insurance-related requirements for the vendor, including:*

1. **Liability Insurance:** The type and amount of liability insurance coverage required to protect against claims related to the vendor's products or services.
2. **Product Liability Insurance:** If applicable, details on product liability insurance coverage to protect against claims arising from defects or injuries caused by the products.
3. **Proof of Insurance:** The vendor's obligation to provide proof of insurance coverage and maintain coverage throughout the term of the contract.

These exhibits, when incorporated into the vendor contract, provide a comprehensive understanding of product specifications, quality assurance procedures, and insurance requirements, ensuring clarity and alignment between both parties.

Certainly, let's complete the additional details for each exhibit:

**Exhibit D: Marketing and Promotion Agreement**
*This exhibit outlines the marketing and promotional activities that both parties will engage in. It includes:*

1. **Collaborative Marketing:** Details on joint marketing initiatives, promotional events, or campaigns that the vendor will participate in to promote their products.
2. **Branding Usage:** Permission for the vendor to use Shop Local Southern Utah's trademarks, logos, or branding materials for mutual promotional purposes.
3. **Event Participation:** If applicable, the number and type of events the vendor is committed to attending or supporting to enhance their brand visibility.

**Exhibit E: Confidentiality and Non-Disclosure Agreement**
*This exhibit focuses on the protection of confidential information shared during the partnership. It includes:*

1. **Confidential Information Definition:** Clearly defines what constitutes confidential information and specifies the obligations to keep such information confidential.
2. **Duration of Confidentiality:** Outlines the duration for which confidentiality obligations apply, even after the termination of the contract.
3. **Exceptions:** Any exceptions or exclusions to the confidentiality requirements, such as information already in the public domain.

**Exhibit F: Dispute Resolution Mechanisms**
*This exhibit specifies the procedures for resolving disputes between the parties. It includes:*

1. **Mediation:** If disputes arise, the process of attempting mediation before pursuing more formal dispute resolution methods.
2. **Arbitration or Litigation:** The chosen method for resolving disputes if mediation is unsuccessful, specifying whether arbitration or litigation will be pursued.
3. **Governing Law:** The jurisdiction and governing law under which the contract is interpreted and enforced.

**Exhibit G: Miscellaneous Clauses**
*This exhibit covers various additional clauses. It includes:*

1. **Governing Law and Jurisdiction:** Clearly states the jurisdiction and governing law applicable to the contract.
2. **Amendments:** Outlines the process for making amendments or modifications to the contract and any requirements for written consent.
3. **Entire Agreement:** A clause confirming that the written contract represents the entire agreement between the parties, superseding any prior oral or written agreements.

These exhibits collectively provide a comprehensive framework for the vendor contract, addressing crucial aspects related to products, quality, insurance, marketing, confidentiality, dispute resolution, and miscellaneous provisions.


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By signing below, both parties acknowledge and agree to the terms and conditions outlined in this Vendor Contract.

[Vendor's Signature] [Date]

[Shop Local Southern Utah's Signature] [Date]