Business Contract Application

BUSINESS CONTRACT APPLICATION

Whereas

WHEREAS, Applicant Name: seeks to enter into a contract for services or goods with Contracting Entity: ;

WHEREAS, the parties intend to define the scope, payment terms, term, and conditions under which the Contracting Entity will engage Applicant to perform the services described herein;

WHEREAS, this Business Contract Application will form the basis of the final agreement subject to acceptance by the Contracting Entity and execution by authorized representatives of both parties.

Applicant Information

Scope of Work

Describe the goods, services, deliverables, milestones, and acceptance criteria to be provided under the proposed contract. Include expected deliverable dates if available.

Payment Terms

Invoices are due within days of invoice receipt. Late payments shall incur a late fee of percent per month on overdue balances, or the maximum allowed by applicable law, whichever is less.

Term and Termination

Proposed Start Date:    Proposed End Date:

Either party may terminate the resulting contract for convenience upon days' prior written notice. Termination for material breach shall be effective immediately upon written notice if the breach is not cured within days after receipt of notice.

Confidentiality

Each party acknowledges that, in connection with performance under the contract, it may receive confidential or proprietary information of the other party ("Confidential Information"). Confidential Information shall not include information that is (a) publicly known through no act of the receiving party, (b) already known by the receiving party prior to disclosure, (c) rightfully received from a third party without restriction, or (d) independently developed. The receiving party shall not disclose Confidential Information to third parties and shall use at least the same standard of care to protect Confidential Information as it uses for its own confidential materials, but in no event less than reasonable care. The confidentiality obligations shall survive termination of the contract for a period of three (3) years, or longer if required by applicable law for specific categories of information.

Governing Law

This application and any contract arising out of it shall be governed by and construed in accordance with the laws of the State of , without regard to conflict of law principles. The parties submit to the exclusive jurisdiction of the courts located in that State for disputes arising under the contract, except where mandatory law requires otherwise.

Representations; Entire Agreement

Applicant represents and warrants that it has the full right, power, and authority to enter into the resulting contract and to perform its obligations. Applicant further certifies that all information contained in this application is true, accurate, and complete to the best of its knowledge.

This application, together with any attachments and the final executed contract, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior proposals, negotiations, and understandings, whether written or oral. No amendment shall be effective unless in writing and signed by authorized representatives of both parties.

Attachments and Additional Information

By signing below, the undersigned certifies under penalty of perjury that the information provided in this Business Contract Application is true and correct, that the undersigned is authorized to bind the party represented, and that submission of this application creates no obligation on the part of the Contracting Entity until a definitive written agreement is executed by both parties.

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