Business Delivery Entrega

BUSINESS DELIVERY ENTREGA

This Business Delivery Entrega Agreement (the Agreement) is entered into as of by and between:

Client Name:

Client Address:

Provider Name:

Provider Address:

WHEREAS

WHEREAS, Client requires the delivery of goods and/or performance of delivery-related services as specified in this Agreement; and

WHEREAS, Provider represents that it has the necessary experience, personnel, equipment and authority to perform delivery services in accordance with the terms hereof; and

WHEREAS, the parties wish to set forth their respective rights and obligations with respect to the delivery, acceptance and payment for such goods and services.

SCOPE OF WORK (ALCANCE DE TRABAJO)

PAYMENT TERMS (TÉRMINOS DE PAGO)

Compensation for the Deliverables shall be as follows:

All fees are payable in the currency specified in the invoice. Provider may suspend performance for amounts overdue by more than days after written notice if not paid.

TERM AND TERMINATION (PLAZO Y TERMINACIÓN)

This Agreement shall commence on and shall continue until unless earlier terminated in accordance with this Agreement.

Either party may terminate for cause if the other party materially breaches and fails to cure within days after written notice. For convenience, either party may terminate upon days' prior written notice to the other party.

CONFIDENTIALITY (CONFIDENCIALIDAD)

Each party shall treat as confidential all non-public information disclosed by the other party that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information. Confidential information shall not include information that is (i) publicly known through no fault of the recipient, (ii) rightfully received from a third party without restriction, or (iii) independently developed by the recipient without use of the discloser's confidential information.

The recipient shall use confidential information solely to perform its obligations under this Agreement and shall not disclose it except to employees, agents or subcontractors who have a need to know and who are bound by confidentiality obligations at least as protective as those in this Agreement. Upon termination or request, the recipient shall return or destroy confidential information.

RISK OF LOSS; INSURANCE

Title and risk of loss for physical goods shall pass to Client upon Provider's delivery and Client's written acceptance at the Delivery Location, except as otherwise agreed in writing. Provider shall carry and maintain insurance appropriate to the services and goods provided, including commercial general liability and, where applicable, cargo and automobile liability.

INDEMNIFICATION

Each party agrees to indemnify, defend and hold harmless the other party from and against any third-party claims, liabilities, losses, costs and expenses arising out of its negligent acts or willful misconduct in performing its obligations under this Agreement.

GOVERNING LAW (LEY APLICABLE)

This Agreement shall be governed by and construed in accordance with the laws of without regard to conflicts of law principles.

ENTIRE AGREEMENT (ACUERDO COMPLETO)

This Agreement, together with any attachments or schedules executed by the parties, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations and communications, whether written or oral. No amendment shall be effective unless in writing and signed by both parties.

MISCELLANEOUS PROVISIONS

Notices required under this Agreement shall be in writing and delivered to the addresses set forth above. If any provision of this Agreement is held unenforceable, the remainder shall remain in full force and effect. Neither party may assign this Agreement without the other party's prior written consent, except to an affiliate or successor in connection with a merger or sale of substantially all assets.

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