Business Document Aadarsha

Business Document Aadarsha

Parties

Client Entity Type: Corporation LLC Sole Proprietor Partnership Other

Service Provider Entity Type: Corporation LLC Sole Proprietor Partnership Other

Recitals

WHEREAS, Client Name: (the "Client") seeks to retain Provider Name: (the "Provider") to perform certain business services described herein; and

WHEREAS, the parties intend to set forth the terms and conditions under which the Provider will provide services to the Client, including the scope of work, compensation, confidentiality obligations, and dispute resolution; and

WHEREAS, the parties agree that this Agreement will become effective on the Effective Date: and will govern all services performed by Provider for Client during the Term described below.

Scope of Work

Provider shall perform the services described below in a professional and workmanlike manner, consistent with industry standards. Provider shall supply all labor, materials, equipment, and supervision necessary to complete the work unless otherwise specified.

Payment Terms

Client shall pay Provider for the services described in the Scope of Work in accordance with the following terms. All sums are stated in U.S. dollars unless otherwise specified.

Invoices issued by Provider are due within days of invoice receipt. Late payments shall incur a late fee of % per month on the outstanding balance, compounded monthly, or the maximum amount permitted by law, whichever is less. Client shall also reimburse Provider for reasonable collection costs, including attorneys' fees.

Unless otherwise agreed in writing, payments shall be made to the payee designated by Provider. Taxes, duties, and other governmental assessments shall be the responsibility of the party as required by applicable law.

Term and Termination

This Agreement shall commence on the Commencement Date: and shall continue until the Completion Date: , unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement for convenience upon days' prior written notice to the other party. Either party may terminate for material breach if the breaching party fails to cure such breach within days after receipt of written notice specifying the nature of the breach.

Termination shall not relieve Client of its obligation to pay for services performed and expenses incurred through the effective date of termination. Sections concerning Confidentiality, Indemnification, Governing Law, and Payment shall survive termination.

Confidentiality

“Confidential Information” means non-public information that is designated as confidential or that, by its nature, ought reasonably to be treated as confidential. Each party agrees to: (a) hold Confidential Information of the other party in strict confidence; (b) use Confidential Information solely to perform its obligations under this Agreement; and (c) restrict disclosure to employees, contractors or agents who have a need to know and are bound by confidentiality obligations at least as protective as those herein.

Confidential Information does not include information that: (i) is or becomes generally available to the public through no wrongful act of the receiving party; (ii) is rightfully received from a third party without restriction; (iii) was known to the receiving party prior to disclosure; or (iv) is independently developed without use of the disclosing party's Confidential Information. Disclosure compelled by law or valid order shall be allowed only after receiving reasonable notice to permit the disclosing party to seek protective measures.

The confidentiality obligations set forth herein shall survive termination or expiration of this Agreement for a period of five (5) years, except that trade secrets shall remain protected for so long as they meet the legal definition of a trade secret.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to its conflicts of law principles. The parties submit to the exclusive jurisdiction of the state and federal courts located in that state for resolution of any dispute arising out of this Agreement.

Entire Agreement

This Agreement, together with any exhibits, schedules or statements of work incorporated herein by reference, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, negotiations, and communications, whether written or oral. Any amendment or modification must be in writing and signed by authorized representatives of both parties.

Miscellaneous

Neither party shall assign its rights or delegate its obligations under this Agreement without the prior written consent of the other party, except that either party may assign to an affiliate or in connection with a merger or sale of all or substantially all of its assets. The invalidity or unenforceability of any provision shall not affect the remaining provisions, which shall remain in full force and effect.

Notices required under this Agreement shall be in writing and delivered to the addresses set forth above or to such other address as a party may designate in writing. Notices shall be deemed given upon receipt if delivered personally, by nationally recognized overnight courier, or by certified mail, return receipt requested.

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