Business Attestations Document

Business Attestations Document

Parties

Client Name:

Service Provider Name:

Recitals

WHEREAS, Client engages in lawful business activities and seeks to obtain certain services from Provider to further Client's operations; and

WHEREAS, Provider represents that it possesses the requisite expertise, personnel, and authority to provide the services described herein and attests to the accuracy of related business information furnished to Client; and

WHEREAS, the parties desire to set forth their respective attestations, obligations, and the terms under which Provider will perform services for Client.

Scope of Work

Provider shall perform the services described above in a professional and workmanlike manner consistent with industry standards. Material changes to the scope require written amendment signed by both parties.

Payment Terms

Contract Amount:

Late Payment Fee: per month on overdue amounts, calculated on the unpaid balance from the due date until paid in full. Parties acknowledge that this fee is a reasonable estimate of damages and not a penalty.

Term and Termination

Term Commencement Date:

Term End Date:

Either party may terminate this Agreement for convenience upon days prior written notice to the other party. Termination for cause may be immediate where the non‑breaching party provides written notice and an opportunity to cure of not less than days, except that no cure period is required for fraud or willful misconduct.

Confidentiality

For purposes of this Agreement, "Confidential Information" means non‑public information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information excludes information that is (a) already known without restriction to the receiving party, (b) becomes publicly known through no breach of this Agreement, (c) is rightfully received from a third party without restriction, or (d) is independently developed without use of the disclosing party's Confidential Information.

Receiving party shall (i) maintain the confidentiality of Confidential Information using at least the same degree of care it uses to protect its own similar information, (ii) not use Confidential Information except as necessary to perform under this Agreement, and (iii) not disclose Confidential Information to any third party without prior written consent of the disclosing party, except as required by law with prior notice where permitted.

Attestations and Certifications

The undersigned authorized representative of Provider hereby attests and certifies the following statements under penalty of law:

Provider has full corporate power and authority to enter into and perform this Agreement and the individual signing below is authorized to bind Provider.

All business, financial, licensing, and compliance information provided to Client in connection with this Agreement is true, accurate, and complete to the best of Provider's knowledge.

Provider is not debarred, suspended, or otherwise ineligible to perform under applicable laws or to receive federal or state funds, and is compliant with material laws, regulations, and industry standards applicable to the services.

There is no pending litigation, judgment, or governmental proceeding that would materially impair Provider's ability to perform under this Agreement, except as disclosed in writing to Client.

Provider acknowledges that Client may rely upon the foregoing attestations in evaluating Provider and in determining whether to enter into this Agreement. Provider agrees to promptly notify Client if any attestation becomes untrue during the Term.

Governing Law

This Agreement shall be governed by and construed in accordance with the substantive laws of the State of , without regard to choice-of-law principles. Venue for any action arising out of this Agreement shall lie exclusively in the courts located in that state.

Representations; Remedies

Each party represents that its execution of this Agreement does not violate any contractual obligation to third parties. Remedies for breach shall include all available equitable and legal relief, including injunctive relief for unauthorized disclosure of Confidential Information and recovery of costs, expenses, and attorneys' fees where permitted by law.

Entire Agreement

This Agreement, including all schedules and attachments executed by the parties, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior and contemporaneous agreements, understandings, negotiations, and discussions, whether oral or written. Any amendment or modification must be in writing and signed by duly authorized representatives of both parties.

Execution and Certification

The persons signing below certify that they are authorized representatives of their respective parties, that they have read and understand this Agreement, and that the attestations and representations contained herein are true and correct.

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