Business Acceptable Documents

Business Acceptable Documents — Services Agreement

Provider Name:     Client Name:

WHEREAS

WHEREAS, Provider is engaged in the business of reviewing, validating, and advising on business documentation required for onboarding, regulatory compliance, and commercial relationships; and

WHEREAS, Client desires Provider's services to identify and accept specified business documents ("Acceptable Documents") for the purposes set forth in this Agreement and to certify, to the extent permitted by law, that documents provided satisfy the Provider's internal acceptance criteria; and

WHEREAS, the parties wish to set forth the terms and conditions under which Provider will accept, review, verify, and store Client's documents.

Acceptable Documents

The following documents are acceptable for submission by Client. Client shall indicate which documents will be provided by checking the corresponding boxes:

Document Submission and Verification

Client shall submit legible, unaltered copies of the checked documents to Provider by the Submission Deadline. Provider may, in its reasonable discretion, request certified or original documents where required by law or by Provider's internal policies.

Client represents and warrants that all documents submitted are true, complete, and accurate to the best of Client's knowledge and that Client has authority to submit them. Provider may retain copies of submitted documents for its records in accordance with the confidentiality provisions below.

Scope of Work

Payment Terms

In consideration for Provider's services, Client shall pay Provider the fees set forth below. Unless otherwise agreed in writing, all fees are non-refundable for completed verification work.

Term and Termination

This Agreement shall commence on the Start Date set forth below and shall continue until the End Date or until earlier terminated in accordance with this Section.

Either party may terminate this Agreement for material breach by the other party if such breach remains uncured thirty (30) days after written notice specifying the breach. Provider may suspend services immediately where continued performance would violate applicable law or where Provider reasonably suspects fraudulent documentation.

Confidentiality

Each party acknowledges that during performance of this Agreement it may receive Confidential Information of the other party. "Confidential Information" means non-public business or technical information disclosed in any form. The receiving party shall (a) use Confidential Information only for purposes of performing this Agreement, (b) restrict disclosure to employees and agents who have a need to know and who are bound by confidentiality obligations at least as protective as those herein, and (c) not disclose Confidential Information to third parties except as required by law. Confidential Information shall not include information that is (i) publicly known through no breach by the receiving party, (ii) independently developed without use of Confidential Information, or (iii) rightfully obtained from a third party without obligation of confidentiality. Upon termination, the receiving party shall, at disclosing party's election, return or destroy copies of Confidential Information, except where retention is required by law or bona fide archival backup systems.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the state identified below, without regard to conflict of law principles.

Representations; Compliance

Client represents that it is duly organized and in good standing in its jurisdiction of formation and has full power and authority to enter into this Agreement. Client shall comply with all applicable laws in the provision of documents and in the activities contemplated by this Agreement. Provider makes no guarantee that acceptance of documents by Provider constitutes acceptance by any third party or regulator.

Entire Agreement

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous understandings, agreements, representations, and warranties, both written and oral. Any amendment or modification must be in writing signed by authorized representatives of both parties.

Notices

All notices required or permitted under this Agreement shall be in writing and delivered to the addresses below (or such other address as either party may designate by notice to the other).

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