Business Corridor Document

BUSINESS CORRIDOR DOCUMENT

This Business Corridor Document (the Agreement) is entered into as of Effective Date: by and between Party A Name: and Party B Name: . Party A and Party B may be referred to individually as a Party and collectively as the Parties.

WHEREAS

WHEREAS, Party A controls certain real property and public-facing commercial frontage within the corridor known as: (the Corridor), and desires coordinated improvements, maintenance, and marketing of the Corridor to enhance economic activity and pedestrian experience;

WHEREAS, Party B has expertise, resources, or funding to contribute to corridor improvements, including but not limited to streetscape enhancements, signage, lighting, facade grants, and joint marketing (collectively, the Project);

WHEREAS, the Parties desire to set forth their respective obligations, payment terms, confidentiality protections, and procedures for administration and termination of the Project in a single, binding agreement.

SCOPE OF WORK

Party A and Party B agree that the Project scope shall consist of the activities described below. The Parties will perform the listed tasks in accordance with the schedules and standards set forth herein.

PAYMENT TERMS

In consideration for the services and contributions described in the Scope of Work, Party B shall pay Party A the Total Fee set forth below in accordance with the schedule and conditions specified. All amounts are payable in United States dollars unless otherwise agreed in writing.

Late fees shall accrue on any undisputed past-due amount at the rate of % per month (or the maximum permitted by law, if lower). In addition to late fees, the defaulting Party shall reimburse the non-defaulting Party for reasonable collection costs, including attorneys' fees.

TERM AND TERMINATION

This Agreement commences on Start Date: and, unless earlier terminated in accordance with this Section, will expire on End Date: .

Either Party may terminate this Agreement for material breach by the other Party if the breaching Party fails to cure such breach within days after receipt of written notice specifying the nature of the breach. Termination shall be without prejudice to accrued rights and obligations through the termination date.

CONFIDENTIALITY

Each Party (the Receiving Party) shall hold in strict confidence all non-public, proprietary, or confidential information disclosed by the other Party (the Disclosing Party) that is marked as confidential or would reasonably be understood to be confidential given the nature of the information (Confidential Information). The Receiving Party shall not use Confidential Information for any purpose other than performance under this Agreement and shall not disclose Confidential Information to any third party except to employees, consultants, or contractors who have a need to know and who are bound to confidentiality obligations at least as protective as those herein.

Confidential obligations shall survive termination or expiration of this Agreement for a period of months, except as to trade secrets and other information entitled to protection for a longer period under applicable law.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to its choice-of-law principles. Venue for any dispute arising out of this Agreement shall lie exclusively in the courts located in that State, unless the Parties agree otherwise in writing.

ENTIRE AGREEMENT

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

NOTICES

All notices, requests, demands, and other communications required or permitted hereunder shall be in writing and shall be deemed given when delivered personally, sent by nationally recognized overnight courier, or sent by certified mail (return receipt requested) to the addresses below or to such other address as a Party may specify by written notice to the other.

ADDITIONAL PROVISIONS

Indemnification: Each Party shall indemnify, defend, and hold harmless the other Party from and against all claims, liabilities, losses, damages, and expenses (including reasonable attorneys' fees) arising out of the indemnifying Party's negligence or willful misconduct in connection with performance under this Agreement.

Force Majeure: Neither Party shall be liable for delay or failure to perform to the extent resulting from causes beyond its reasonable control, including acts of God, strikes, war, terrorism, acts of government, or other events of force majeure. The affected Party shall promptly notify the other and use commercially reasonable efforts to resume performance.

Sign Now