Business Building Solutions

BUSINESS BUILDING SOLUTIONS AGREEMENT

This General Business Agreement (the "Agreement") is made effective as of by and between:

Recitals

WHEREAS, Client seeks to engage the Service Provider to provide business development, sales enablement, operational optimization, and related advisory services designed to increase Client's revenue and market presence; and

WHEREAS, Service Provider represents that it has the expertise, personnel, and resources to provide the services described in this Agreement and is willing to provide such services to Client on the terms set forth herein; and

NOW, THEREFORE, in consideration of the mutual covenants set forth below, the parties agree as follows:

Scope of Work

Service Provider shall perform the services described below (the "Services"). Service Provider will deliver the agreed deliverables to Client in accordance with the milestones, timelines, and acceptance criteria set forth in this Section and any attached statements of work.

Payment Terms

Client shall pay Service Provider the fees set forth below in consideration for the Services. All fees are stated in U.S. dollars unless otherwise indicated. Unless otherwise provided, Client shall be responsible for any taxes or duties imposed in connection with the Services.

Service Provider shall submit invoices in writing to Client in accordance with the payment schedule. Client shall pay undisputed amounts within the invoice due period. Disputed amounts must be submitted in writing within ten (10) days of the invoice date and the parties shall negotiate in good faith; undisputed portions remain payable when due. Late payments accrue interest at the late payment fee set forth above, or if none is specified, at one percent (1%) per month.

Term and Termination

This Agreement shall commence on and shall continue until unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement for convenience upon written notice to the other party delivered at least days prior to the effective date of termination. Either party may terminate this Agreement immediately upon written notice if the other party materially breaches any provision of this Agreement and fails to cure such breach within thirty (30) days after receipt of written notice specifying the breach.

Upon termination, Service Provider shall cease work and deliver to Client all completed deliverables and any work in progress for which Client has paid, and Client shall pay Service Provider for all Services performed and expenses reasonably incurred through the effective date of termination. Termination shall not relieve either party of obligations accrued prior to termination.

Confidentiality

"Confidential Information" means any 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, including business plans, customer lists, pricing, technical methods, and marketing strategies.

Each party agrees to (a) maintain the other party's Confidential Information in strict confidence using at least the same degree of care it uses to protect its own confidential information, but no less than a reasonable degree of care; (b) use Confidential Information only to perform its obligations under this Agreement; and (c) not disclose Confidential Information to any third party except to its employees, contractors, or advisors who have a need to know and who are bound by confidentiality obligations no less protective than those set forth herein.

The obligations under this Section shall survive termination of this Agreement for a period of from the date of disclosure, except that trade secrets shall be protected for so long as they qualify as trade secrets under applicable law. Disclosure compelled by law is permitted only after the receiving party gives prompt notice to the disclosing party and cooperates in any lawful effort to limit such disclosure.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of without giving effect to conflict of laws principles. The parties agree that any dispute arising out of or relating to this Agreement shall be brought exclusively in the state or federal courts located within such state, and the parties hereby submit to the jurisdiction of those courts.

Entire Agreement

This Agreement, together with any statements of work and schedules executed hereunder, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, and communications, whether oral or written. No amendment or modification of this Agreement will be effective unless in writing and signed by authorized representatives of both parties.

Miscellaneous

Relationship of the Parties: Service Provider is an independent contractor. Nothing in this Agreement shall be construed to create a partnership, joint venture, employer-employee, or agency relationship between the parties.

Assignment: Neither party may assign its rights or delegate its duties under this Agreement without the prior written consent of the other party, except that Service Provider may assign to an affiliate or as part of a sale of substantially all of its business assets.

Severability: If any provision of this Agreement is held invalid or unenforceable, the remaining provisions will remain in full force and effect and the parties will negotiate in good faith a substitute valid provision that most nearly effects the parties' intent.

Sign Now