Business Creation Form

Business Creation Form

WHEREAS

WHEREAS Client Name: (hereinafter "Client") seeks to form a new business entity for the purpose set forth below; and

WHEREAS Service Provider Name: (hereinafter "Provider") is engaged to render formation and ancillary services on the terms set forth in this form; and

WHEREAS the parties desire to document the scope of work, payment terms, and related provisions governing Provider's performance in connection with the creation and initial organization of the business entity to be formed under the proposed Business Name: .

Business Information

LLC C Corporation S Corporation Partnership Sole Proprietorship Nonprofit Other:

Month: Day: Year:

Ownership and Capitalization

List initial owners, organizers or members and initial capital contributions.

Business Purpose & Operations

Month: Day:

Services Requested

Formation filing (Articles / Certificate) Operating Agreement / Bylaws Initial Minutes / Resolutions Registered Agent Service Annual Report Filing

Scope of Work

Provider will perform the tasks described below in accordance with the terms of this form. Provider's obligations are limited to the services expressly described; additional work will require a written amendment.

Payment Terms

Total Fee: Deposit Amount Due at Engagement:

Balance Due: payable within days after formation is effective or after invoice, whichever occurs first.

Late Payment: Outstanding balances not paid within the period above shall incur a late fee of % per month (compounded monthly) or a flat fee of , whichever is greater.

Term and Termination

Term Commencement Date:

Termination Date (if applicable):

Either party may terminate this engagement for material breach upon written notice delivered at least days prior to the intended termination date. Termination shall not relieve Client of the obligation to pay for services performed and costs incurred through the effective date of termination.

Confidentiality

Provider and Client each agree that all nonpublic information, documents, records, and communications exchanged in connection with this engagement that are reasonably identifiable as confidential shall be held in strict confidence and used only for purposes of accomplishing the formation and organization of the business. Confidential information does not include information that (i) was already known to the receiving party without restriction, (ii) is or becomes publicly available through no breach by the receiving party, or (iii) is rightfully received from a third party without restriction. Upon termination, each party shall return or destroy confidential materials upon request, except where retention is required by law or Provider must retain records to comply with professional obligations.

Governing Law

This Agreement and any claim arising out of or relating to it shall be governed by and construed in accordance with the laws of the State of without regard to 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.

Representations and Certifications

Client represents and warrants that the information provided in this form is true and complete to the best of Client's knowledge and that Client is authorized to request formation services on behalf of the proposed business. Client acknowledges that Provider may rely on information provided and that Provider is not responsible for legal consequences arising from inaccurate or incomplete information supplied by Client.

Entire Agreement

This document, together with any attached exhibits and any written amendments signed by both parties, constitutes the entire agreement between Client and Provider with respect to the services described herein and supersedes all prior and contemporaneous understandings, proposals, representations, and communications, whether oral or written. No waiver, modification, or amendment shall be effective unless in writing and signed by both parties.

Additional Administrative Information

Acknowledgment

By signing below, Client and Provider acknowledge and agree that they have read, understood, and accept the terms of this Business Creation Form and authorize Provider to take the actions reasonably necessary to effect formation and to prepare and file such documents as described in the Scope of Work. Client further authorizes Provider to incur reasonable out-of-pocket costs on Client's behalf, which shall be reimbursed by Client.

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