Business Cx Document

BUSINESS CX DOCUMENT

Document Analysis

Type of document: This is a bilateral General Business Agreement (commercial contract) between two private business parties governing customer experience (CX) services. A real-world version contains party identification, recitals (WHEREAS clauses), a detailed scope of work, payment terms with schedule and remedies for late payment, term and termination mechanics, confidentiality obligations, governing law, and an integration clause. Two parties execute the contract.

Standard contents included below: WHEREAS recitals, Scope of Work, Payment Terms (amount, schedule, late fee), Term and Termination (start, end, notice), Confidentiality clause with permitted disclosures, Indemnity notice, Governing Law, Entire Agreement, and an executed signature block for both parties.

Agreement

This General Business Agreement ("Agreement") is entered into as of by and between:

Client Name:    Address:

Service Provider Name:    Address:

Recitals (WHEREAS)

WHEREAS, Client desires to engage Service Provider to perform customer experience strategy, design, implementation and related advisory services as described in this Agreement; and

WHEREAS, Service Provider represents that it possesses the necessary expertise, personnel and resources to provide the Services on the terms set forth herein; and

WHEREAS, the parties desire to set forth their respective rights and obligations with respect to the performance of the Services and payment therefor.

Scope of Work

Service Provider shall perform the Services described above in a professional and workmanlike manner in accordance with industry standards. Deliverables, milestones and acceptance criteria shall be documented in writing and approved by both parties prior to commencement of related work.

Payment Terms

Any amounts not paid when due shall accrue interest at the lesser of (a) or (b) the maximum rate permitted by applicable law. In addition, Service Provider may suspend performance if payment is overdue by more than days after written notice.

Term and Termination

Commencement Date: .    Termination Date (if any): .

Either party may terminate this Agreement for convenience upon days' prior written notice. Either party may terminate for material breach if the breach is not cured within thirty (30) days after receipt of written notice specifying the breach. Termination shall not relieve Client of its obligation to pay for Services performed through the effective date of termination, including accepted deliverables and reimbursable expenses.

Confidentiality

For the purposes of this Agreement, "Confidential Information" means non-public information disclosed by one party to the other that is marked confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Each party shall: (a) use Confidential Information solely to perform its obligations under this Agreement; (b) restrict disclosure to its employees, contractors and advisors with a need to know and who are bound by confidentiality obligations no less protective than those herein; and (c) protect Confidential Information using reasonable security measures commensurate with its sensitivity.

Confidential Information does not include information that: (i) is or becomes publicly available through no fault of the receiving party; (ii) was lawfully known to the receiving party prior to disclosure; (iii) is rightfully received from a third party without restriction; or (iv) is independently developed without use of the disclosing party's Confidential Information. A party may disclose Confidential Information to the extent compelled by law, provided it gives prompt written notice to the disclosing party and cooperates to seek confidential treatment or a protective order.

Indemnification and Limitation of Liability

Each party shall defend, indemnify and hold harmless the other party from and against claims, liabilities, losses, damages and expenses arising from its gross negligence or willful misconduct in the performance of this Agreement. Except for liabilities arising from wilful misconduct, bodily injury or a party's breach of its confidentiality obligations, neither party shall be liable for consequential, incidental, special or punitive damages. The aggregate liability of either party for any claim arising out of or relating to this Agreement shall not exceed the total amount paid by Client to Service Provider under this Agreement during the twelve (12) months preceding the claim.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to conflict of laws principles. The parties submit to the exclusive jurisdiction of the state and federal courts located in that State for dispute resolution.

Entire Agreement

This Agreement, together with any mutually executed statements of work and written change orders, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous communications and proposals, 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 required or permitted under this Agreement shall be in writing and delivered to the addresses set forth above or to such other address as either party may designate by written notice. Notices shall be deemed given when received by hand, courier, or certified mail, or upon confirmed email transmission if followed by physical notice within two (2) business days.

Additional Provisions

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