Business Cash Band Document

BUSINESS CASH BAND DOCUMENT

This Business Cash Band Document (the "Agreement") is entered into as of by and between:

Business Name:

Service Provider Name:

WHEREAS

WHEREAS, Business operates retail or cash-intensive operations requiring the secure banding, handling, transport preparation, and reconciliation of daily cash receipts (the "Cash Band Services"); and

WHEREAS, Service Provider represents that it has the expertise, personnel, equipment, and security procedures necessary to provide the Cash Band Services in accordance with industry standards and applicable law; and

WHEREAS, the parties wish to set forth the terms and conditions under which Service Provider will provide such services to Business.

SCOPE OF WORK

Service Provider will perform the Cash Band Services described below. The parties acknowledge that the scope may be adjusted by written amendment signed by both parties.

PAYMENT TERMS

All amounts payable under this Agreement are exclusive of applicable taxes. Service Provider shall invoice Business in accordance with the payment schedule and Business shall pay undisputed invoices within the time specified above. Disputed invoice items must be notified in writing within ten (10) business days of receipt.

TERM AND TERMINATION

This Agreement commences on and continues until unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement for convenience upon days' prior written notice to the other party.

Either party may terminate immediately for material breach if the breaching party fails to cure the breach within ten (10) business days after receipt of written notice specifying the breach. Termination shall not relieve Business of its obligations to pay for services performed prior to termination.

CONFIDENTIALITY

"Confidential Information" means non-public business, financial, operational, and customer information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential. Confidential Information includes cash count records, security procedures, and reconciliation reports.

The receiving party shall: (a) protect Confidential Information with at least the same degree of care it uses to protect its own confidential information, but not less than reasonable care; (b) not disclose Confidential Information to third parties except to employees, contractors, or agents who have a need to know and are bound by confidentiality obligations no less restrictive than this Agreement; and (c) use Confidential Information solely to perform its obligations under this Agreement.

Confidentiality obligations shall survive termination of this Agreement for years, except that trade secrets shall be protected for so long as they remain trade secrets under applicable law. The obligations do not apply to information that: (i) is or becomes publicly known through no breach of this Agreement; (ii) is rightfully received from a third party without restriction; (iii) is independently developed without use of Confidential Information; or (iv) is required to be disclosed by law, provided that the disclosing party gives prompt notice to permit a protective order or other remedy.

INSURANCE AND INDEMNIFICATION

Service Provider shall maintain insurance coverage customary for cash handling and transport preparation services, including commercial general liability and, where applicable, theft and fidelity coverage. Business may request certificates evidencing such insurance.

Service Provider shall indemnify and hold harmless Business and its officers, directors, and employees from and against any claims, losses, liabilities, costs and expenses (including reasonable attorneys' fees) arising out of Service Provider's gross negligence, willful misconduct, or material breach of this Agreement.

LIMITATION OF LIABILITY

Except for liability arising from gross negligence, willful misconduct, or indemnification obligations, neither party shall be liable to the other for incidental, consequential, special, or punitive damages. The aggregate liability of either party for direct damages arising under this Agreement shall not exceed the total fees paid by Business to Service Provider under this Agreement in the twelve (12) months preceding the claim.

GOVERNING LAW

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

ENTIRE AGREEMENT

This Agreement, including any exhibits or written amendments signed by both parties, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior and contemporaneous agreements, proposals, negotiations, and communications, whether oral or written. No amendment shall be effective unless in writing and signed by authorized representatives of both parties.

MISCELLANEOUS

If any provision of this Agreement is held unenforceable, the remaining provisions shall remain in full force and effect. Neither party may assign this Agreement without the prior written consent of the other, except that Service Provider may assign to an affiliate or in connection with a merger or sale of substantially all assets.

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