Fulfillment Services Agreement     This Fulfillment Services Agreement ("Agreement") is made effective as of _________________, by and between _________________ of _________________, _________________, _________________ _________________, and JP Consulting of 222 S. Church st, Charlotte, North Carolina 28202.   DESCRIPTION OF SERVICES. Beginning on _________________, JP Consulting shall assume and discharge all product distribution fulfillment responsibilities for _________________, including:   a. purchasing, labeling and re-labeling,   b. packaging and repackaging,   c. inventory maintenance and shipping, and   d. quality control.   JP Consulting 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 JP Consulting:   We will provide General Business Consulting and Strategic Services to our clients via Zoom, Phone and e-mail.   PAYMENT. JP Consulting shall be entitled to payment in an amount equal to 0% of all sales of _________________'s products distributed by JP Consulting, which amount may be retained upon receipt by JP Consulting with no offset or reduction for returns or uncollected receivables. The balance of the money received by JP Consulting from sales of _________________ products shall be paid by JP Consulting to _________________.   ACCOUNTS. JP Consulting 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 JP Consulting under the previous Payment section.   TERM. This Agreement will terminate automatically upon completion by JP Consulting of the Services required by 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.   INDEMNIFICATION. JP Consulting agrees to indemnify and hold _________________ harmless from all claims, losses, expenses, fees including attorney fees, costs, and judgments that may be asserted against _________________ that result from the acts or omissions of JP Consulting and/or JP Consulting's employees, agents, or representatives.   WARRANTY. JP Consulting shall provide its services and meet its obligations under this Agreement in a timely and workmanlike manner, using knowledge and recommendations for performing the services which meet generally acceptable standards in JP Consulting's community and region, and will provide a standard of care equal to, or superior to, care used by service providers similar to JP Consulting on similar projects.   DEFAULT. The occurrence of any of the following shall constitute a material default under this Agreement:    a. The failure to make a required payment when due.    b. The insolvency or bankruptcy of either party.    c. The subjection of any of either party's property to any levy, seizure, general assignment for the benefit of creditors, application or sale for or by any creditor or government agency.    d. The failure to make available or deliver the Services in the time and manner provided for in 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 60 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.   FORCE MAJEURE. If performance of this Agreement or any obligation under this Agreement is prevented, restricted, or interfered with by causes beyond either party's reasonable control ("Force Majeure"), and if the party unable to carry out its obligations gives the other party prompt written notice of such event, then the obligations of the party invoking this provision shall be suspended to the extent necessary by such event. The term Force Majeure shall include, without limitation, acts of God, fire, explosion, vandalism, storm or other similar occurrence, orders or acts of military or civil authority, or by national emergencies, insurrections, riots, or wars, or strikes, lock-outs, work stoppages. The excused party shall use reasonable efforts under the circumstances to avoid or remove such causes of non-performance and shall proceed to perform with reasonable dispatch whenever such causes are removed or ceased. An act or omission shall be deemed within the reasonable control of a party if committed, omitted, or caused by such party, or its employees, officers, agents, or affiliates.   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 JP Consulting by Jackie A Posada, Owner, and on behalf of _________________ by _________________.     MANUFACTURER: _________________     By: ___________________________________ Date: __________________ _________________     SERVICE PROVIDER: JP Consulting     By: ___________________________________ Date: __________________ Jackie A Posada Owner