Business Cable Document

BUSINESS CABLE SERVICE AGREEMENT

This Business Cable Service Agreement (the Agreement) is entered into as of (Effective Date) between ("Provider") and ("Client").

RECITALS

WHEREAS, Provider operates and maintains cable transmission, distribution, and ancillary telecommunications services suitable for commercial operations; and

WHEREAS, Client desires to obtain certain cable services, equipment, installation and support for Client's business location(s), and Provider is willing to provide such services under the terms and conditions set forth herein; and

NOW, THEREFORE, in consideration of the mutual covenants and promises contained in this Agreement, the parties agree as follows.

SCOPE OF WORK

Provider shall furnish all personnel, materials, equipment, and supervision necessary to perform the services described above at the service address:

PAYMENT TERMS

Client shall pay Provider for services and equipment as follows. Fees shall be payable in U.S. dollars and are exclusive of applicable taxes unless otherwise stated.

All invoices are due within days of invoice date. Unpaid amounts shall accrue interest at per month (or the maximum lawful rate if lower), plus reasonable costs of collection, including attorneys' fees.

TERM AND TERMINATION

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

Either party may terminate for convenience upon providing written notice no fewer than days prior to the intended termination date. Either party may terminate immediately for material breach by the other party if such breach remains uncured for thirty (30) days following written notice.

CONFIDENTIALITY

"Confidential Information" means all non-public information disclosed by one party to the other in connection with this Agreement, including proprietary network designs, service pricing, customer data, technical documentation, and business plans. Each recipient shall: (a) hold Confidential Information in strict confidence; (b) use it only to perform obligations under this Agreement; and (c) limit access to employees, contractors, and agents who have a need to know and who are bound by confidentiality obligations at least as protective as those herein.

Confidential Information does not include information that: (i) is or becomes generally available to the public other than by breach of this Agreement; (ii) was rightfully known prior to disclosure; (iii) is rightfully received from a third party without restriction; or (iv) is independently developed without the use of Confidential Information. The obligations hereunder shall survive termination of this Agreement for a period of three (3) years, except that trade secrets shall be protected for as long as they remain trade secrets under applicable law.

NOTICES

All notices required or permitted under this Agreement must be in writing and delivered to the addresses below by hand, certified mail (return receipt requested), or nationally recognized overnight courier, and shall be deemed given upon receipt.

LIMITATION OF LIABILITY; INDEMNIFICATION

Except for liability arising from gross negligence, willful misconduct, breach of confidentiality, or infringement of third-party intellectual property rights, neither party shall be liable to the other for special, incidental, punitive, or consequential damages, lost profits, or loss of business. Provider agrees to indemnify and hold harmless Client from claims arising out of Provider's negligence in performing the services. Client shall indemnify and hold harmless Provider for claims arising out of Client's use of the services, modification of equipment, or breach of this Agreement.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to its conflicts of law principles. The parties submit to the exclusive jurisdiction of the state and federal courts located in the chosen jurisdiction for resolution of disputes arising under this Agreement.

ENTIRE AGREEMENT

This Agreement, including any attached exhibits, schedules, or statements of work, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior and contemporaneous agreements, proposals, and communications, whether written or oral. Any amendment or modification must be in writing and signed by authorized representatives of both parties.

MISCELLANEOUS

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect. Waiver of any breach shall not constitute waiver of any subsequent breach. Neither party may assign this Agreement without the prior written consent of the other, except to a successor in interest in connection with a merger, acquisition, or sale of substantially all assets, provided the assignee assumes all obligations under this Agreement.

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