Business CVR Document

BUSINESS CVR DOCUMENT

This Business CVR Document (the "Document") is entered into as of by and between:

WHEREAS

WHEREAS, Client represents that Client is a duly organized and validly existing business entity registered under registration number and authorized to enter into this Document; and

WHEREAS, Provider represents that Provider maintains records and verification services relating to business corporate verification records ("CVR") and agrees to perform verification and related services in accordance with the terms set forth herein; and

WHEREAS, the parties desire to establish their respective rights and obligations with respect to the verification, certification and exchange of certain corporate identification and verification information as described below.

SCOPE OF WORK

Provider shall perform the following verification and reporting services with reasonable care and in accordance with accepted industry practices. Deliverables and milestones shall be set forth below and any deviation shall require written agreement of both parties.

PAYMENT TERMS

In consideration for the services provided by Provider, Client shall pay Provider in accordance with the following terms. All amounts are payable in lawful currency of the agreed jurisdiction and are exclusive of taxes unless otherwise stated.

Provider shall submit invoices in writing. Client shall pay all undisputed amounts within the payment due period. If Client disputes any portion of an invoice, Client shall notify Provider in writing within ten (10) days specifying the basis of the dispute and pay any undisputed portion as required. Overdue amounts shall accrue interest at the rate specified above or the maximum rate permitted by applicable law, whichever is lower. Client is responsible for any applicable withholding taxes unless a valid exemption is provided in writing.

TERM AND TERMINATION

This Document shall commence on and shall continue until unless earlier terminated as provided herein.

Either party may terminate this Document 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 or bankruptcy of the other party upon written notice. Termination shall not relieve Client of its obligation to pay for services performed and accepted prior to termination.

CONFIDENTIALITY

"Confidential Information" means non-public business, technical and financial information disclosed by either party that is designated as confidential or that, under the circumstances, should reasonably be understood to be confidential. Each receiving party shall: (i) hold Confidential Information in strict confidence and use at least the same degree of care it uses to protect its own confidential information but in no event less than reasonable care; (ii) use Confidential Information solely to perform obligations under this Document; and (iii) not disclose Confidential Information to third parties except to those employees, agents or contractors with a need to know and who are bound by obligations of confidentiality at least as restrictive as those herein. Confidential Information does not include information that: (a) is or becomes public through no fault of the receiving party; (b) was rightfully known by the receiving party without restriction prior to disclosure; (c) is lawfully received from a third party without breach of obligation; or (d) is independently developed without use of the disclosing party's Confidential Information.

The parties acknowledge that monetary damages may be inadequate to remedy any breach of this confidentiality provision and agree that injunctive relief may be sought in addition to any other remedies available at law or in equity.

INDEMNIFICATION AND LIABILITY

Each party shall indemnify, defend and hold harmless the other party from and against any losses, liabilities, damages and expenses (including reasonable attorneys' fees) arising out of third-party claims to the extent resulting from the indemnifying party's gross negligence, willful misconduct or material breach of this Document. Except for liability resulting from gross negligence, willful misconduct or breach of confidentiality, neither party shall be liable for consequential, incidental, special or punitive damages.

GOVERNING LAW

This Document shall be governed by and construed in accordance with the laws of without regard to conflicts of law principles. The parties submit to the exclusive jurisdiction of the competent courts located in the chosen jurisdiction for all disputes arising out of or in connection with this Document.

ENTIRE AGREEMENT

This Document, including any attachments and accepted statements of work expressly incorporated by reference, 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. Any amendment or modification must be in writing and signed by authorized representatives of both parties.

CERTIFICATIONS AND REPRESENTATIONS

Each party hereby certifies and represents that: (a) it has full power and authority to enter into and perform its obligations under this Document; (b) the individual signing on behalf of such party is duly authorized to bind that party; and (c) the information provided in this Document regarding registration numbers and entity status is true and correct to the best of the party's knowledge.

Corporation Limited Liability Company (LLC) Partnership Sole Proprietorship

NOTICES

All notices under this Document shall be in writing and delivered to the addresses set forth below or such other address as either party may designate in writing in accordance with this section. Notices shall be effective upon delivery when delivered personally, by nationally recognized overnight courier, or by certified mail (return receipt requested).

MISCELLANEOUS

Neither party may assign or transfer its rights or obligations under this Document without the prior written consent of the other party, except to an affiliate or in connection with a merger, consolidation or sale of substantially all assets, provided that the assignee assumes all obligations hereunder. If any provision of this Document is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

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