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Faja Specifications Co-Branding

Carolina Pintos Therapy, PLLC
11777 Katy Freeway Suite 260 South,
Houston, TX 77079

Faja Collection Partnership Agreement

This Faja Collection Partnership Agreement (the “Agreement”) is made by and between Carolina Pintos Therapy, PLLC (the “Company”), and Forma Tu Cuerpo, (“Partner”), as of the date of execution of this Agreement (the “Effective Date”).

Recitals

WHEREAS, the Company is a renowned provider of post-surgery and lymphatic clinic services, and intends to expand its offerings by selling customized fajas and surgery garments;

WHEREAS, the Partner is engaged in the business of manufacturing and selling fajas and related garments;

WHEREAS, the Company desires to partner with the Partner to create a specialized line of fajas and surgery garments, to be known as the Carolina Pintos Collection, which will feature specified alterations and designs as directed by the Company;

NOW, THEREFORE, in consideration of the mutual promises, covenants, and agreements contained herein, the parties agree as follows:

Partnership Scope: The Partner shall manufacture and supply fajas and surgery garments with specified alterations and designs as provided by the Company. These products shall be marketed and sold as the "Carolina Pintos Collection" brand.
Branding Requirement for Specified Alterations:
1. Any faja produced by the Partner that incorporates the specified alterations or design features provided by the Company must be marketed and sold under the "Carolina Pintos Collection" branding, irrespective of the buyer.
  Detailing of Specifications:
  1. PLEASE INPUT DETAILS HERE
  2. PLEASE INPUT DETAILS HERE
2. This agreement does not restrict the Partner from selling fajas with the specified alterations to any third party, including competitors of the Company. The sole requirement is that any such fajas, which include the specified alterations, must be branded as part of the "Carolina Pintos Collection."
Quality Control and Audit Rights:
1. The Partner shall adhere to the quality control standards as specified by the Company for the Carolina Pintos Collection.
2. The Company reserves the right to audit the manufacturing process or the final products periodically to ensure compliance with the agreed standards.
Ownership and Assignment: Unless otherwise agreed in writing, all IP developed during the partnership will be jointly owned. Each party shall have equal rights to use, distribute, and benefit from the IP for the purposes of manufacturing, marketing, and selling the products under the Carolina Pintos Collection.
Usage Rights: Both parties shall have non-exclusive rights to use the jointly-owned IP in connection with their respective business activities, subject to the terms of this Agreement.
Termination Consequences: Upon the conclusion of this Agreement, both parties shall adhere to pre-agreed terms for managing existing inventory and intellectual property rights. Post-termination, each party retains the right to utilize the jointly-owned intellectual property, but must do so in accordance with any mutually agreed upon restrictions or conditions specified in writing at the time of termination.
Marketing and Promotional Activities: Both parties shall cooperate in marketing and promoting the Carolina Pintos Collection, ensuring alignment in their promotional efforts.
Indemnification: Each party shall indemnify the other against any losses arising from breach of this Agreement or negligence.
Duration and Termination: This Agreement shall commence on the Effective Date and continue for a period of five (5) years, unless terminated earlier as provided herein.
Confidentiality: Both parties agree to keep all proprietary information, including designs and specifications, confidential and not to disclose such information to any third parties without prior written consent from the other party.
Dispute Resolution: Any disputes arising from or related to this Agreement shall first be attempted to be resolved through mutual negotiation or mediation. If unresolved, disputes shall be subject to arbitration or legal action in accordance with the laws of the State of Texas.
Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of Texas.

IN WITNESS WHEREOF, the parties hereto have executed this Faja Collection Partnership Agreement as of the Effective Date.

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March 21, 2024 2:14 pm CST

Faja Specifications Co-Branding Uploaded by Carolina Miranda Pintos - [email protected] IP 2600:1700:ca1:8000:d065:3a8e:fdf6:4d52