This Contract Manufacturing Agreement ("Agreement") is made and entered into as of October 23, 2026 ("Effective Date"), by and between:

____________________
located at
____________________
("Manufacturer")

and

____________________
located at
____________________
("Client")

WHEREAS, Client desires to engage Manufacturer to manufacture, process, package, and deliver certain products according to Client’s specifications, and Manufacturer agrees to perform such manufacturing services under the terms and conditions set forth herein pursuant to applicable U.S. Commercial Law and UCC Article 2.

1. Manufacturer Company Name: ____________________
2. Manufacturer Address: ____________________
3. Manufacturer Representative: ____________________ (Authorized Representative)
4. Client Company Name: ____________________
5. Client Address: ____________________
6. Client Representative: ____________________ (Authorized Representative)

Manufacturer agrees to manufacture and deliver the products specified below:

1. Product Description: ____________________
2. Specification Reference: NO
3. Production Volume / Quantity: __________ Cartons
4. Expected Delivery Lead Time: __________
5. Shipping Terms (Incoterms): FCA (Free Carrier)

Title and Risk of Loss: Title and risk of loss shall pass to Client upon delivery of conforming goods to the carrier at the designated origin point pursuant to the agreed Incoterms.

1. Unit Price: $0.00 USD per Cartons
2. Payment Terms: Cash on Delivery (COD)
3. Minimum Order Quantity (MOQ): N/A Cartons

1. Quality Assurance Standard: A1

Express Product Warranty (UCC § 2-313): Manufacturer warrants that all goods supplied hereunder shall conform strictly to agreed specifications, be free from defects in materials and workmanship, and be manufactured in compliance with applicable laws.

Client may inspect goods on delivery and reject any units that do not conform to the agreed specifications within fourteen (14) days of receipt.

IP Ownership Allocation: Client owns all IP. All proprietary designs, tooling, and specifications provided by Client remain Client's exclusive property.

Confidentiality: Both parties agree to keep confidential all non-public information exchanged under this agreement.

Non-Circumvention: Manufacturer shall not directly or indirectly solicit, bypass, or contract with Client’s customers or end-users using Client’s proprietary product designs or specifications.

Manufacturer warrants compliance with the following regulatory and quality standards:

1. • Applicable U.S. Commercial & Manufacturing Safety Laws

1. Agreement Term: 5 year starting from the Effective Date.
2. Termination Notice Required: 60 days prior written notice.

This Agreement shall be governed by and construed in accordance with the laws of the State of Alabama. Any dispute arising out of or in connection with this Agreement shall be resolved through Binding arbitration.

Entire Agreement (Integration Clause): This Agreement constitutes the entire agreement between the parties with respect to contract manufacturing and supersedes all prior negotiations or agreements. Amendments must be in writing and signed by both parties.

IN WITNESS WHEREOF, the parties hereto have executed this Contract Manufacturing Agreement as of October 23, 2026 by their duly authorized representatives.