Business Correspondence Merged Letter

Business Correspondence Merged Letter

Date:

Subject:

Salutation:

WHEREAS

WHEREAS, Service Provider: is engaged in the business of providing professional services described herein; and

WHEREAS, Client: desires to retain Service Provider to perform such services under the terms set forth in this letter agreement; and

WHEREAS, the parties intend for this letter, together with any referenced attachments, to constitute the agreement between the parties setting forth deliverables, compensation and other material terms.

Scope of Work

The Service Provider shall perform the following work for the Client as detailed below. Descriptions shall include deliverables, milestones, and acceptance criteria.

Payment Terms

Compensation: Client shall pay Service Provider the sum of USD for the services described above.

Late Payment: Payments not received within days of the invoice due date shall bear interest at , and Client shall be responsible for reasonable collection and legal fees incurred to obtain payment.

Term and Termination

Term Commencement Date: . Termination Date (if applicable):

Either party may terminate this agreement for convenience upon delivery of written notice to the other party not less than days prior to the effective date of termination. Termination for material breach may be immediate if the breaching party fails to cure within fifteen (15) days following receipt of written notice of breach.

Confidentiality

Definition: "Confidential Information" means non-public information disclosed by either party relating to business, financials, technical specifications, pricing, customer lists, or any other data the disclosing party designates as confidential.

Obligations: The receiving party shall (i) use Confidential Information solely for performance under this agreement, (ii) restrict disclosure to employees or agents with a need to know and who are bound by comparable confidentiality obligations, and (iii) take reasonable measures to protect Confidential Information from unauthorized disclosure.

Exceptions: Confidential Information does not include information that is or becomes generally available to the public through no wrongful act of the receiving party, that was known to the receiving party prior to disclosure, or that is lawfully obtained from a third party without restriction.

Service Provider acknowledges confidentiality: Client acknowledges confidentiality:

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.

Entire Agreement

This letter, together with any attachments, exhibits and schedules expressly incorporated herein, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous negotiations, proposals, representations and agreements, whether written or oral. No amendment or modification of this agreement shall be binding unless in writing and signed by authorized representatives of both parties.

Notices

Delivery of notices shall be by personal delivery, nationally recognized overnight courier, or certified mail, return receipt requested, to the parties at the addresses set forth above or to such other address as either party designates in writing.

Acceptance and Signature

By signing below, each party represents and warrants that it has authority to enter into this agreement and accepts the terms and conditions set forth in this document.

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