Business Application App RR

Business Application App RR — General Business Agreement

Parties and Identification

Applicant Name:

Corporation Limited Liability Company (LLC) Partnership Sole Proprietorship

Recitals

WHEREAS, Applicant desires to submit this Application and enter into a binding General Business Agreement with the Company identified below to establish the terms under which Applicant shall render services or operate under the authorization set forth herein; and

WHEREAS, Company is willing to accept Applicant subject to the terms, conditions, representations and warranties set forth in this Application and Agreement, subject to Company’s review and approval of accompanying documentation; and

WHEREAS, the parties intend by this Agreement to set forth the complete terms of their relationship, including scope of work, compensation, confidentiality, term, termination and dispute resolution.

Scope of Work

Payment Terms

Total Agreed Fee:

Late Payment Fee: applied to any undisputed past due amount after days.

All fees are payable in United States dollars unless otherwise agreed in writing. Applicant shall be responsible for any taxes, assessments or charges arising from the payment of fees except for taxes imposed on Company’s net income.

Term and Termination

Term Commencement Date: — Term Expiration Date:

Either party may terminate this Agreement for convenience upon written notice delivered no less than days prior to the effective termination date. Either party may terminate immediately for material breach that remains uncured for a period of 15 days after written notice of breach.

Termination shall not relieve Applicant of obligations accrued prior to the effective date of termination, including payment for services performed and reimbursement of third-party costs incurred in good faith.

Confidentiality

"Confidential Information" means all non-public information disclosed by either party to the other in connection with this Agreement, including business plans, proprietary processes, client lists, pricing, financial data and trade secrets. The recipient shall: (a) hold Confidential Information in confidence with at least the same degree of care as it uses to protect its own confidential information, but no less than reasonable care; (b) not disclose Confidential Information to any third party except to employees, contractors or advisors on a need-to-know basis who are bound by confidentiality obligations at least as protective as those herein; and (c) use Confidential Information solely to perform under this Agreement.

Confidentiality obligations shall survive termination or expiration of this Agreement for a period of unless a longer period is required by law.

Representations and Warranties; Compliance

Applicant represents and warrants that it has full power and authority to enter into this Agreement, that the information provided in this Application is true and complete, and that Applicant will comply with all applicable federal, state and local laws, rules and regulations in the performance of services. Applicant further represents that no bankruptcy, insolvency, criminal or material civil judgment proceeding exists against Applicant that would materially impair performance.

Indemnification and Limitation of Liability

Applicant shall indemnify, defend and hold Company harmless from and against all losses, liabilities, damages, costs and expenses (including reasonable attorneys' fees) arising out of Applicant’s negligence, willful misconduct or breach of this Agreement. Except for liability arising from gross negligence, willful misconduct or breach of confidentiality, neither party shall be liable to the other for consequential, special or punitive damages.

Governing Law and Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to conflict of law principles. Any dispute arising out of or relating to this Agreement shall be resolved by binding arbitration in the county of the Company's principal place of business, unless the parties agree otherwise in writing.

Entire Agreement and Amendments

This Agreement, together with any documents expressly incorporated herein, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior and contemporaneous agreements, proposals, representations and communications, whether written or oral. No amendment will be effective unless in writing and signed by authorized representatives of both parties.

Certifications and Authorization

By submitting this Application and executing below, Applicant certifies under penalty of perjury that the information provided is true and complete. Applicant authorizes Company to verify any information contained in this Application, including conducting background checks or credit inquiries where permitted by law.

Attachments provided with this Application (check those submitted): Articles of Organization/Incorporation Financial Statements Insurance Certificates

Fees associated with review and processing of this Application are non-refundable unless otherwise expressly stated in a separate written agreement.

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