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Master Services Agreement — Apex Print Pvt. Ltd.

Between Apex Print Pvt. Ltd. (the Vendor) and the Client named in Schedule A

1. 1. Services. The Vendor will supply the printing and packaging services described in Schedule B.
2. 2. Fees. The Client will pay the fees in Schedule C within 30 days of each invoice.
3. 3. Taxes. All fees are exclusive of GST, which the Client will pay in addition.
4. 4. Term. This Agreement renews automatically for successive periods of three (3) years unless cancelled in writing.
5. 5. Delivery. Goods are delivered to the address in Schedule A within 10 working days of approval of proofs.
6. 6. Confidentiality. Each party will keep the other's non-public information confidential.
7. 7. Intellectual property. Artwork supplied by the Client remains the property of the Client.
8. 8. Warranty. The Vendor warrants that goods will match the approved proofs.
9. 9. Notice. Either party may end the Agreement for cause by giving ninety (90) days' written notice.
10. 10. Force majeure. Neither party is liable for delay caused by events beyond its reasonable control.
11. 11. Data. Each party will handle personal data in line with applicable Indian law.
12. 12. Indemnity. The Client shall indemnify the Vendor against all losses, claims and costs, without limit as to amount.
13. 13. Assignment. Neither party may assign this Agreement without the other's written consent.
14. 14. Subcontracting. The Vendor may use subcontractors and remains responsible for their work.
15. 15. Termination. The Client may not terminate this Agreement for convenience during the Term.
16. 16. Notices. Notices must be in writing and sent to the addresses in Schedule A.
17. 17. Entire agreement. This Agreement replaces all earlier discussions on the same subject.
18. 18. Governing law. The courts at Delhi have exclusive jurisdiction over any dispute under this Agreement.