Business Document Ai Document

BUSINESS DOCUMENT AI DOCUMENT

This Business Services Agreement ("Agreement") is made and entered into as of Effective Date: by and between Client Name: , and Service Provider Name: .

Recitals

WHEREAS, Client desires to engage Provider to perform certain professional business services and deliverables as described in this Agreement; and

WHEREAS, Provider represents that it has the experience, personnel and qualifications to perform such services in a timely and professional manner and agrees to perform the Services in accordance with the terms set forth below; and

NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties agree as follows:

Scope of Work

Provider shall perform the services and deliver the work products described below (the "Services"). Provider shall perform the Services in accordance with generally accepted professional standards and the schedule agreed by the parties.

Payment Terms

Client shall pay Provider for the Services in accordance with the following terms. Total agreed fee: $ (USD), exclusive of applicable taxes.

Invoices are due and payable within days of receipt. Late payments shall accrue interest at a rate of on the overdue balance, or the maximum rate permitted by law, whichever is lower.

Term and Termination

This Agreement commences on Start Date: and shall continue until End Date: , unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement without cause by providing written notice to the other party at least days prior to the effective termination date. Either party may terminate immediately for cause if the other party materially breaches this Agreement and fails to cure such breach within days after receipt of written notice specifying the breach.

Confidentiality

For the purposes of this Agreement, "Confidential Information" means all non-public information disclosed by one party ("Discloser") to the other ("Recipient"), whether oral, written or electronic, that is designated as confidential or that reasonably should be understood to be confidential considering the nature of the information and the circumstances of disclosure.

Recipient shall (i) hold Confidential Information in strict confidence, (ii) use Confidential Information only to perform its obligations under this Agreement, and (iii) not disclose Confidential Information to any third party except to employees, contractors or advisors who have a need to know and are bound by confidentiality obligations no less protective than those herein. These obligations shall continue for years following termination or expiration of this Agreement, except as otherwise required by law, provided Recipient gives prompt notice to Discloser of any compelled disclosure.

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 courts located in that State for disputes arising out of or relating to this Agreement.

Representations; Insurance; Indemnity

Each party represents that it has the full power and authority to enter into this Agreement and to perform its obligations hereunder. Provider shall maintain commercially reasonable insurance coverage appropriate to the Services. Provider agrees to indemnify, defend and hold harmless Client from any third-party claims arising from Provider's negligence or willful misconduct in connection with the Services, subject to applicable law.

Entire Agreement; Amendments

This Agreement, including any attachments and schedules expressly incorporated herein, constitutes the entire agreement between the parties relating to the subject matter and supersedes all prior and contemporaneous agreements, understandings and negotiations, whether written or oral. No amendment or waiver of any provision of this Agreement shall be effective unless in writing and signed by both parties.

Miscellaneous

Neither party may assign this Agreement without the prior written consent of the other, except that either party may assign to an affiliate or in connection with a merger, acquisition, or sale of substantially all of its assets. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect. The parties acknowledge that monetary damages may be inadequate and that either party may seek injunctive relief to enforce the provisions of this Agreement.

Sign Now