CONSIGNMENT AGREEMENT

On this ____ day of [MONTH], [YEAR], [NAME OF CONSIGNOR COMPANY] (“Consignor”), a

manufacturer and distributor of decorative ceramic and glass vases having its principal
operation of business in [COMPLETE COMPANY ADDRESS], enters into this Consignment
Agreement (“Agreement”) with [NAME OF CONSIGNEE] (“Consignee”), a consignment shop
having its physical shop located in [CONSIGNMENT SHOP COMPLETE ADDRESS].

The Consignor and the Consignee, collectively known as the Parties acknowledge and agree in
good and valuable consideration to the following terms and conditions:

I. CONSIGNMENT
Upon execution of this Agreement on ____ day of [MONTH], [YEAR], the Consignor
delivers and consigns to the Consignee the decorative ceramic and glass vases as
enumerated on the list in the inventory attached to this Agreement. It shall be further
agreed that the said decorative goods delivered and consigned shall be utilized for the
purposes of sale only.

II. ACCEPTANCE OF GOODS SUBJECT TO THE CONSIGNMENT

Upon delivery and consignment of the decorative goods, the Consignee shall accept the
said goods and shall acknowledge that it takes possession solely on a consignment basis,
exercise ordinary diligence, and shall not acquire any property rights over it. Any new
designs to the decorative ceramic and glass vases not listed in the attached inventory
must be issued in a new contract.

III. DURATION OF CONSIGNMENT

The Consignor and Consignee shall agree that the initial term of consignment for the
decorative ceramic and glass vases is ____ days from the execution of this Agreement.

Within the said initial term of consignment, the Consignee shall be prohibited in
returning the said decorative goods unless a material breach to this Agreement has
been made provided that the Consignor shall only dispatch a consignment once all of
the following terms have been agreed and confirmed in writing:

1. Quantity of decorative ceramic and glass vases to be consigned

2. Date of delivery and shipment of the decorative goods
3. Place of delivery of the decorative goods
4. Point of delivery of the decorative goods where the risk in the consignment is
transferred to the Consignee
 5. Retail price of the consigned decorative goods for the purpose of its sale
6. Representative of the Consignee who shall receive the consigned decorative
goods

Upon the arrival of the consigned decorative goods at the point of delivery, the
Consignee shall immediately inspect their quality and sign the delivery note. If the
consigned decorative goods have been found to have incorrect quality or quantity, the
Consignee shall promptly inform the Consignor and the Consignor, in turn, shall rectify
the error as soon as reasonably possible.

After the initial ___ day consignment, the Consignee may return the unsold consigned
decorative goods at will or upon request by the Consignor. If the consigned decorative
goods intended to be returned have not yet been picked up by the Consignor within
____ days, the Consignee shall have the right to put the decorative consigned goods for
sale but at ____% off of the retail price provided in the inventory for its promotion or
sale.

If after _____ days, the decorative consigned goods are still not sold, the Consignee shall
make arrangements for it to be shipped or delivered back to the Consignor and shall
have a right to charge the Consignor for a fee of _____ USD.

IV. TITLE AND SALE OF THE CONSIGNED GOODS

In accordance with the terms and conditions of this Agreement, the Consignor is and
shall remain, at all times, to be the owner and the title holder of the consigned
decorative goods. The goods shall not be declared as assets of the Consignee until such
decorative goods are sold to third parties.

The Consignee, in turn, shall use the best of its efforts and abilities to promote and
market the decorative goods by utilizing different marketing and advertising tools. It
shall be understood by the Consignor, however, that while the Consignee agrees to use
its best efforts to obtain a sale, there is no guarantee that a sale will occur.

The Consignee shall sell the consigned decorative goods at a retail price specified in the
inventory provided. Such retail price is the price mutually considered and agreed by
both Parties.

V. TERMS OF PAYMENT
Upon the execution of this Agreement, the Consignee shall be receiving a _____%
commission from the total sale of the consigned decorative goods. Payment of such
 commission to Consignee shall be paid in cash. Such payment of the commission due to
the Consignee shall be made only after an inventory of sold and unsold decorative
goods have been completed and delivered to the Consignor.

After the initial ____ day of consignment, the unsold consigned decorative goods shall
be sold by the Consignee and the proceeds of such sale shall be shared on a _____
percentage sharing which shall be paid in the form as mentioned above.

VI. LOSS, DAMAGE, AND INSURANCE COVERAGE

It shall be understood that the liability for the loss or damage of the consigned
decorative goods shall only transfer to the Consignee upon their arrival at the point of
delivery specified in the inventory attached in this Agreement. Upon the arrival of the
consigned decorative goods at the point of delivery and damaged decorative goods are
not promptly disclosed to the Consignor, the Consignee shall have full responsibility for
the loss or damage.

Following the delivery of the said consigned decorative goods, the Consignee shall
exercise ordinary diligence as to their care and safekeeping and shall make sure to fully
insure them against loss, theft, damage, or destruction in the amount greater than or
equivalent to the retail price specified on the inventory attached in this Agreement.
Evidence of such insurance coverage shall be provided by the Consignee to the
Consignor and shall cause the Consignor to be insured together with the consigned
goods within _____ days upon the execution of this Agreement.

The extent of such loss or damage of the consigned goods upon their arrival at the point
of delivery shall be shouldered by the Consignee unless upon fortuitous events without
the fault of the Consignee.

VII. REPORTS, INVENTORY, AND RETURN OF UNSOLD CONSIGNED GOODS

Upon arrival of the consigned decorative goods, the Consignee has the duty to inspect
the palletized cargo and make sure that it concurs with the total number of decorative
goods and quality specified in the inventory attached.

The Consignee shall complete and deliver a monthly report of the consigned decorative
goods sold to the Consignor and a corresponding invoice for such sale as well as those
unsold goods until the termination of this Agreement.

VIII. TERMINATION
 In accordance with the terms and conditions set forth in this Agreement, the Consignor
may, by immediate notice in writing to the Consignee, terminate this Agreement upon
the occurrence of the following:
1. The Consignee fails to pay the Consignor of the amount payable under this
Agreement or fails to return any of the consigned decorative goods when due or
fails to ensure the consigned decorative goods
2. The Consignor has reasonable grounds to believe that the Consignee acted
fraudulently with the consignment of such decorative goods
3. Disposes of consigned decorative goods for its own benefit or commingles such
consigned goods with its own goods
4. The Consignee ceases or threatens to cease the business
5. Assigns its rights to a third party without the express consent of the Consignor
6. All other acts that constitute a material breach against this Agreement

IX. TAXES
The Consignor shall be responsible for any and all tax liabilities before the delivery and
shipment of the consigned decorative goods at the point of delivery.

Once the consigned decorative goods reach the point of delivery, the Consignee shall be
responsible for any and all tax liabilities of the consigned decorative goods.

X. RESOLUTION OF DISPUTES
In accordance with the terms and conditions in this Agreement, any dispute, claim, or
controversy arising from this consignment shall be duly resolved first through mediation
between the Parties. In the event that the mediation is unsuccessful, the Parties shall
resolve such dispute, claim, or controversy through arbitration which shall be duly
conducted in accordance with the arbitration laws of the state of [STATE].

Such arbitration proceeding shall be held no later than ______ days after a demand for
an arbitration is made by either of the Parties. The award for an arbitration proceeding
shall be rendered within ____ days after the arbitration proceeding has been
completed. Such an arbitration award shall be considered final and irrevocable and shall
bind both parties.

XI. NOTICES
All notices, demands, requests, and other communication needed to be sent by one
party to the other under this Agreement or as may be required by law shall be made in
writing and shall be deemed to have been validly given or served through personal
delivery or upon private or public registered mail.
 The respective addresses of the Parties bound by this Agreement are as follows:

Consignor:
[NAME OF OWNER OF CONSIGNOR COMPANY]
[COMPLETE CONSIGNOR COMPANY ADDRESS]
[ZIP CODE]

Consignee:
[NAME OF REPRESENTATIVE OF THE CONSIGNMENT SHOP]
[COMPLETE CONSIGNMENT SHOP ADDRESS]
[ZIP CODE]

XII. GOVERNING LAW

This Agreement shall be duly governed and construed in accordance with the laws of
the state of [STATE]. In the event any clause, sub-clause, or provision of this Agreement
shall, to any extent, be rendered illegal, invalid, or unenforceable, the remaining valid,
legal, and enforceable clause, sub-clause, or provision shall not be affected by such
illegality, invalidity, or unenforceability.

IN WITNESS WHEREOF, the Parties have duly signed and sealed this Agreement on the date first
written above.

_______________________________________________________
[SIGNATURE ABOVE CONSIGNOR COMPANY OWNER’S PRINTED NAME]
DATE SIGNED:

_______________________________________________________
[SIGNATURE ABOVE CONSIGNMENT SHOP REPRESENTATIVE’S PRINTED NAME]
DATE SIGNED:
 EXHIBIT A

[CONSIGNOR COMPANY LOGO]

To: Consignee ID:

Contact Number: Consignment Shop Address:
Point of Delivery: Date of Delivery:

INVENTORY LIST

ITEM ITEM DESCRIPTION ITEM SIZE RETAIL PRICE DATE SOLD

NUMBER

#_______ - 9” x 9.5” 0.00 USD DD/MM/YYYY

Ancestor Collection
- 11” x 12. 5”

Benoit Compote - 6” x 5.25”

Collection
- 8” x 7.5”

[INSERT MORE ITEMS]

Consignor Signature: Consignee Signature:

Date: Date: