Acknowledgement Form

ACKNOWLEDGEMENT FORM

Recitals

WHEREAS, Provider Name: is engaged in the business of providing services and deliverables described below; and

WHEREAS, Recipient Name: desires to acknowledge receipt of certain services, deliverables, and terms described in this document; and

WHEREAS, the parties wish to record their understanding, payment terms, confidentiality obligations, and the period during which this acknowledgement applies effective as of the date set forth below.

Acknowledgement Date and Contact

Scope of Work

The Provider will perform and/or deliver the following services, products, and related work. The Recipient acknowledges receipt of the described work and agrees that acceptance criteria are those set forth below unless otherwise agreed in writing.

Payment Terms

The Recipient acknowledges obligation to pay the Provider the fees set forth below in consideration for the services and deliverables described in the Scope of Work.

Any amount not paid when due shall accrue interest at the rate of on the outstanding balance, compounded monthly, plus the right to suspend further performance until payment is made.

Term and Termination

This acknowledgement shall commence on and remain in effect until , unless earlier terminated in accordance with this section.

Either party may terminate this acknowledgement for material breach by the other party if the breach is not cured within days after written notice. Termination does not relieve the Recipient of obligations to pay for services performed and accepted up to the effective date of termination.

Confidentiality

Each party acknowledges that in connection with the performance of the Scope of Work it may receive Confidential Information of the other party. "Confidential Information" means non-public information designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.

Each party agrees to (a) use Confidential Information solely to perform its obligations under this acknowledgement, (b) restrict disclosure to those employees, agents, or contractors who need to know and who are bound by confidentiality obligations at least as restrictive as those herein, and (c) not disclose Confidential Information to any third party except as required by law. Confidentiality obligations survive termination for a period of three (3) years unless otherwise specified in writing.

I acknowledge and agree to maintain confidentiality as described above.

Governing Law; Dispute Resolution

This acknowledgement shall be governed by and construed in accordance with the laws of the State of without regard to conflict-of-law principles. The parties will attempt in good faith to resolve any dispute arising out of or relating to this acknowledgement through negotiation. If unresolved, disputes shall be resolved by the courts located in the county of the governing law state selected above.

Entire Agreement

This acknowledgement, together with any documents expressly referenced herein, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether oral or written. Any amendment must be made in writing and signed by authorized representatives of both parties.

Additional Provisions

Acknowledgement and Certification

By signing below, each signatory certifies under penalty of perjury that they are authorized to bind the party for whom they sign, that they have read and understand this acknowledgement in full, and that they accept the terms, payment obligations, confidentiality responsibilities, and termination provisions contained herein.

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