Stt0607 Sts128 Rm Medical

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    New Cust #________

    Add-On Terr #________

    800 Hingham Street, Rockland, MA 02370 Phone: 781-982-9950 Fax: 781-982-9008

    `AGENT/SALES REP CONSIGNMENT AGREEMEN

    This supply agreement (referred to as AGREEMENT) is between PARADIGM BioDevices, Inc. (referred to as

    PARADIGM) and AGENT/SALES REP RM MEDICAL, LLC, located at 11912 Kanis Road, Suite F8

    Little Rock, AR 72211 (referred to as REPRESENTATIVE).

    PARADIGM is a supplier of the STALIF TT VBR(referred to as PRODUCT) and REPRESENTATIVE has the

    equipment to inventory and be responsible for a Salable Inventory of PRODUCT, both parties wish to enter into theAGREEMENT effective 8/5/2008

    Both parties to the AGREEMENT acknowledge the following:

    1. that the PRODUCT shown below will be provided by PARADIGM on consignment for use by the REPRESENTATIVEon an as required basis. This inventory must be maintained, controlled and properly stored by the

    REPRESENTATIVE. Upon receipt of PRODUCT, REPRESENTATIVE shall sign a Consignment Packing List which

    shall document the exact inventory received by REPRESENTATIVE in conjunction with this AGREEMENT. A copy o

    the Consignment Packing List shall be affixed to this AGREEMENT immediately upon execution.

    2. that the PRODUCT is and shall remain the property of PARADIGM until such time as REPRESENTATIVE issues aproperly executed Delivered Order Form showing the transfer of PRODUCT to an authorized purchaser of PRODUCT,

    or when REPRESENTATIVE returns the PRODUCT to PARADIGM.

    3.

    that the REPRESENTATIVE may sell consignment PRODUCT provided that replacement inventory is promptlyordered from Customer Service and that the sale is properly documented as described in paragraph 2.

    4. that under no circumstances are consignees to transfer consignment product amongst themselves or other institutions.5. that the REPRESENTATIVE shall be responsible for properly recording catalog and lot numbers of products sold to the

    purchaser on a Delivered Order Form.

    6. that PARADIGM reserves the right to terminate this AGREEMENT at any time. In the event of termination, a physicalinventory of the consignment product maintained by the REPRESENTATIVE shall be performed on site and reconciled

    against the original Consignment Packing List. Any product that is not accounted for, missing, stolen, damaged,

    removed from the original packaging, or otherwise not useable condition shall immediately become the responsibility o

    the REPRESENTATIVE and the REPRESENTATIVE will be financially responsible for useable PRODUCT not

    returned.

    7. that any product returns associated with the AGREEMENT shall be approved in advance by PARADIGM by contactingCustomer Operations.

    8. that product maintained by REPRESENTATIVE will be inventoried and reconciled to original delivered quantities atleast once monthly, and formally on a semi-annual basis. Any lost or damaged product will be immediately reported to

    PARADIGM.

    9. that a minimum of twelve (12) cases in a three (3) month period must be completed in order to maintain AGREEMENTFailure to meet this requirement will result in the immediate termination of AGREEMENT and the PRODUCT must be

    returned immediately to PARADIGM. Any product that is not accounted for, missing, stolen, damaged, removed from

    the original packaging, or otherwise not useable condition shall immediately become the responsibility of the

    REPRESENTATIVE and the REPRESENTATIVE will be financially responsible for useable PRODUCT not returned.

    The primary contact regarding this AGREEMENT for the REPRESENTATIVE is: ____________________________

    Phone Number:________________________

    STALIF Inventory listing for Instrument set numberSTT0607and Implant SetSTS128 that will beConsigned to the REPRESENTATIVE is attached hereto.

    AGREED TO AND ACCEPTED

    PARADIGM REPRESENTATIVE FINAL APPROVAL

    TITLE TITLE TITLE

    Exclusive USA Distributor for:STALIF

    TT VBR

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