This Contract is entered into by and between Thysse Printing Services Inc (“Thysse”) located at 780 Cusick Parkway,
Oregon WI 53575, and
("Customer"), located at
on this date,
.
1. Scope of Work:
a. Thysse agrees to provide print and design services to Customer as outlined in all projects from this date
forward.
2. Payment Terms:
a. Customer agrees to pay Thysse the total amount of any approved estimate plus any additional shipping and/or
taxes subject to the approved work.
b. Payment shall be made Net 30 or otherwise negotiated.
c. All payments shall be made in USD by the following methods: ACH, Check, Credit Cards. If paying by wire, a
separate form will be needed, and Customer will be subject to wire fee’s.
3. Postal Payment:
a. The Customer acknowledges that the USPS requires full payment for postage prior to mailing.
b. If applicable, Customer agrees to provide necessary funds for postage or utilize Customer designated Postal
Account as outlined in the Project specifications.
4. Manufacturing Deposits:
a. For first-time Customers, a deposit may be required to cover production and outside service costs.
b. The deposit amount and terms will be specified in the project specifications.
5. Delivery:
a. Thysse shall deliver the finished goods to the Customer's designated address as specified in the Project
specifications
b. The Customer agrees to provide timely feedback and approval to avoid delays in the Project timeline
c. Delivery timelines shall be as agreed upon between the parties and specified in the Project specifications,
within the scope the of Thysse’s capabilities.
7. Tax Exempt Status:
a. The Customer acknowledges that submission of the required tax-exempt form is necessary for Thysse to support the
customer's tax-exempt status.
b. The Customer agrees to provide the necessary documentation and cooperate with Thysse in completing the tax-exempt
process.
8. Intellectual Property:
a. The Customer retains all rights to any original content provided for the Project.
b. Thysse retains all rights to any design elements or intellectual property developed by Thysse during the course
of the Project.
9. Termination:
a. Either party may terminate this Contract with written notice in the event of a material breach by the other
party.
b. Upon termination, the Customer shall pay the Company for any work completed up to the termination date.
10. Confidentiality Agreement
Customer and Thysse Printing Services, Inc (“Thysse”) wish to discuss matters pertaining to their current or
prospective business relationship. For such discussions to be meaningful, it will be necessary for Customer to
provide to Thysse certain proprietary and confidential information relating to Customer’s business.
As consideration for Customer agreeing to disclose such information to Thysse, and for other good and mutual
consideration, the receipt and sufficiency of which are hereby acknowledged, Customer and Thysse hereby agree as
follows:
1. All information heretofore and hereafter disclosed by DISCLOSING PARTY to Thysse, whether orally, in writing, or
in electronic form, pertaining to any engagement between Customer and Thysse shall be deemed to be confidential
information (“Confidential Information”).
2. Notwithstanding the foregoing, the obligations of confidentiality under this Agreement shall not apply to
Confidential Information that:
(a) is already known to Thysse at the time it is disclosed by Customer;
(b) has been independently developed by Thysse;
(c) becomes or has become publicly known through no wrongful act of any party;
(d) has been properly received by Thysse from a third party without a restriction on disclosure; or
(e) is required by law, court order, subpoena or regulatory requirement to be disclosed.
3. Thysse shall retain all Confidential Information in strict confidence, exercising the same standard of care
used
by Thysse to protect its own confidential and proprietary information, to prevent the disclosure of Confidential
Information to any third party. Thysse shall not use Confidential Information for any purpose other than in
furtherance of the purposes described in the introductory paragraph of this Agreement. Thysse represents and
warrants that each of its employees and agents to whom Confidential Information is disclosed shall have a need
to
know such information for the purposes contemplated by this Agreement.
4. Thysse shall adopt procedures to reasonably ensure that the provisions of this Agreement are enforced and
respected and shall instruct its employees and agents who are provided access to Confidential Information that such
information shall not be discussed with or disseminated to anyone who is not directly involved in these discussions.
5. In the event disclosure of Confidential Information is required under provisions of any law or court or
regulatory order, Thysse will use all reasonable efforts to notify DISCLOSING PARTY of the obligation to make such
disclosure sufficiently in advance of the disclosure that DISCLOSING PARTY will have a reasonable opportunity to
intervene and object.
6. Thysse’s obligations under this Agreement shall survive for the duration of discussions or negotiations regarding
the proposed services and, if the business relationship is not consummated, for the period of Thysse’s record
retention obligations. If the business relationship is consummated, this Agreement shall terminate and be of no
further force or effect, and the subject matter herein shall be governed by the engagement letter or other agreement
whereby Thysse is engaged to provide professional services to Customer and by the statutes and regulations that
prohibit Thysse from disclosing confidential client information.
7. If Thysse violates this Agreement, Customer shall be entitled, if it so elects, to institute and prosecute
proceedings in any court of competent jurisdiction to obtain relief by way of injunction to enforce its rights
hereunder.
8. Any waiver, modification, or amendment of any provision of this Agreement shall be effective only if in writing
in a document signed by both parties that specifically refers to this Agreement.
9. This Agreement constitutes the full and complete understanding and agreement of the parties hereto with respect
to the subject matter covered herein and supersedes all prior and contemporaneous oral or written understandings and
agreements with respect thereto.
10. If any provision of this Agreement is found to be unenforceable by a court of competent jurisdiction, such
provision shall be amended under the court’s supervision so as to be enforceable to the fullest extent permitted by
such court, and the remaining provisions shall nevertheless remain in full force and effect.
11. This Agreement shall be governed by and construed in accordance with the laws of the State of Wisconsin, other
than with regard to that State’s choice of law provisions.
IN WITNESS WHEREOF, the parties, intending to be legally bound, have executed this Agreement as of the later date
set forth below.