Business CFP Template

BUSINESS CFP TEMPLATE

This Business CFP Template (the "Agreement") is entered into effective as of by and between Client Name: with principal address: and Consultant Name: with principal address: .

WHEREAS

WHEREAS, Client desires to conduct a business Call for Proposals process and to engage Consultant to prepare, manage and evaluate the CFP materials and responses in accordance with the terms set forth herein; and

WHEREAS, Consultant represents that it has the professional experience, personnel and resources necessary to perform the services described in this Agreement and is willing to perform such services for Client under the terms and conditions set forth below; and

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties agree as follows.

SCOPE OF WORK

Deliverables shall include preparation of CFP documentation, management of proposer inquiries, coordination of evaluation panels, and preparation of a final recommendation report. Acceptance criteria for each deliverable will be documented in writing and signed by both parties prior to commencement of the relevant phase.

PAYMENT TERMS

Invoices shall be submitted by Consultant in accordance with the Payment Schedule. Unless otherwise agreed in writing, Client shall pay undisputed invoices within days of receipt. Late payments shall incur interest at the rate of per month, compounded monthly, or the maximum permitted by law, whichever is less.

TERM AND TERMINATION

This Agreement shall commence on the Start Date: and shall continue through the End Date: unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement for convenience upon providing the notice period set forth above. Either party may terminate for material breach if the breaching party fails to cure within thirty (30) days after receipt of written notice specifying the breach. Termination shall not relieve Client of its obligation to pay for services performed and expenses incurred through the effective date of termination.

CONFIDENTIALITY

Each party (the "Receiving Party") shall hold in strict confidence all non-public, proprietary or confidential information ("Confidential Information") disclosed by the other party (the "Disclosing Party") in connection with this Agreement. Confidential Information shall not include information that: (a) is or becomes generally available to the public other than through a breach of this Agreement; (b) was rightfully in the Receiving Party's possession prior to receipt; (c) is received without restriction from a third party not under an obligation of confidentiality; or (d) is independently developed without use of the Disclosing Party's Confidential Information.

The Receiving Party shall use Confidential Information solely for purposes of performing its obligations under this Agreement and shall not disclose such Confidential Information to third parties except to its employees, agents or professional advisors who have a need to know and who are bound by confidentiality obligations no less protective than those herein. These confidentiality obligations shall survive termination or expiration of this Agreement for a period of three (3) years, except that trade secrets will remain protected for as long as permitted by law.

Check if the confidentiality obligations are mutual

INTELLECTUAL PROPERTY

Unless otherwise agreed in writing, Consultant assigns to Client all right, title and interest in and to deliverables specifically created under this Agreement for the Client's use, subject to Consultant's right to use or reuse general know-how, techniques and non-identifying methodologies. Consultant shall obtain written releases from any subcontractors sufficient to effectuate the Client assignment described herein.

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 that State for the resolution of disputes arising out of this Agreement.

ENTIRE AGREEMENT

This Agreement, together with any exhibits or schedules expressly incorporated herein, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, negotiations and communications, whether oral or written. Any amendment or modification of this Agreement must be in writing and signed by authorized representatives of both parties.

MISCELLANEOUS

The parties are independent contractors and nothing in this Agreement creates an employment, partnership or agency relationship. If any provision of this Agreement is held invalid or unenforceable, the remainder shall continue in full force and effect. Notices shall be in writing and delivered to the addresses set forth above or to such other address as a party may designate in writing.

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