Business Consideration Document

BUSINESS CONSIDERATION DOCUMENT

Parties and Effective Date

This Business Consideration Document (the Agreement) is made and entered into as of Effective Date: by and between Client Name: whose principal place of business is at and Recipient Name: whose principal place of business is at .

Recitals

WHEREAS, Client Name represents that it possesses certain business relationships, information, introductions, or assets of commercial value that Client Name is willing to make available to Recipient Name for the purposes described herein; and

WHEREAS, Recipient Name desires to receive such business consideration in exchange for payment and other obligations set forth in this Agreement, and the parties wish to set forth the terms under which such consideration will be provided and compensated.

NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

Scope of Work

Recipient Name shall perform or provide the following business consideration, introductions, and related services described below. The description shall include deliverables, milestones, and any exclusions:

Payment Terms

As consideration for the business consideration and services set forth in this Agreement, Client Name shall pay Recipient Name in accordance with the following terms.

One-time payment upon execution.    Installments: Number of installments , Frequency

All payments shall be made in U.S. dollars unless otherwise agreed in writing. Recipient Name shall provide written invoices specifying the nature of the consideration provided and any applicable expenses. Client Name shall pay invoiced amounts in accordance with the schedule above.

Term and Termination

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

Either party may terminate this Agreement for material breach by the other party if such breach is not cured within the notice period specified above following written notice. Either party may terminate for insolvency, bankruptcy, or appointment of a receiver for the other party without prior notice. Termination shall not relieve the parties of obligations accrued prior to the effective date of termination, including payment for services rendered.

Confidentiality

Each party acknowledges that in connection with this Agreement it may receive Confidential Information of the other party. "Confidential Information" means nonpublic information disclosed in connection with this Agreement, whether oral, written, electronic, or tangible, 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.

Each receiving party shall (i) use Confidential Information solely to perform its obligations under this Agreement, (ii) protect Confidential Information with at least the same degree of care as it protects its own confidential information but in no event less than reasonable care, and (iii) not disclose Confidential Information to any third party except as necessary to perform under this Agreement or as required by law, and only after providing prompt notice to the disclosing party to permit a protective order or other remedy. Confidentiality obligations shall survive termination for a period of three (3) years, except for trade secrets which shall remain protected for as long as such information qualifies as a trade secret.

Representations and Warranties; Indemnification

Each party represents and warrants that it has the full power and authority to enter into this Agreement and to perform its obligations hereunder. Recipient Name represents that it will perform services in a professional manner consistent with industry standards. Each party shall indemnify, defend and hold harmless the other party from and against any claims, losses, liabilities, damages, and expenses (including reasonable attorneys' fees) arising out of its breach of this Agreement, willful misconduct, or gross negligence.

Governing Law and Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of the state specified above, without regard to its conflict of laws principles. The parties shall attempt in good faith to resolve any dispute arising out of or relating to this Agreement through negotiation. If negotiation fails, the dispute shall be resolved by litigation in the state or federal courts located within the governing jurisdiction named above.

Miscellaneous

Entire Agreement: This Agreement, including any exhibits and written attachments, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior and contemporaneous agreements, negotiations, and understandings, whether written or oral.

Amendment: No amendment or modification of this Agreement shall be valid unless in writing and signed by authorized representatives of both 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 to an affiliate or in connection with a merger, sale of substantially all assets, or transfer of control.

Severability: If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall continue in full force and effect.

Execution

The parties have executed this Agreement through their duly authorized representatives as of the Effective Date first written above.

Sign Now