Business Document Bunus Yuni

Business Document Bunus Yuni

Effective Date:

Parties and Recitals

WHEREAS, Client Name: is engaged in business and desires to obtain certain services; and

WHEREAS, Contractor Name: possesses the expertise and capacity to perform such services and agrees to provide those services to Client on the terms set forth herein; and

WHEREAS, the parties intend that this Agreement establish the full terms and conditions governing the performance, payment and confidentiality obligations arising from the engagement.

Contact Information

Scope of Work

Contractor shall perform the services and deliverables described below in a professional and workmanlike manner consistent with industry standards. Any material changes to scope shall be documented in writing and signed by both parties.

Payment Terms

Client shall pay Contractor the Fees set forth below in exchange for the Services. All fees are payable in U.S. Dollars unless otherwise agreed in writing.

Late Payment: If any undisputed amount is not received by Contractor within days after the due date, Client shall pay interest at the rate of on the overdue balance, compounded monthly, or the maximum permitted by applicable law, whichever is lower. Contractor may suspend performance for amounts overdue after written notice.

Term and Termination

Term: This Agreement shall commence on Start Date: and continue until End Date: , unless earlier terminated as set forth below.

Termination for Convenience: Either party may terminate this Agreement for any reason upon providing written notice to the other party at least days prior to the effective termination date. Termination for Cause: Either party may terminate for material breach if such breach remains uncured for thirty (30) days after receipt of written notice specifying the breach.

Confidentiality

Each party (the "Recipient") shall hold in strict confidence all non-public information disclosed by the other party (the "Discloser") that is marked confidential or that reasonably should be understood to be confidential given the nature of the information ("Confidential Information"). The Recipient shall not use Confidential Information for any purpose other than performing its obligations under this Agreement and shall not disclose Confidential Information to any third party except to its employees, agents, or permitted subcontractors who have a need to know and who are bound by obligations of confidentiality no less protective than those in this Agreement.

Exceptions: Confidential Information does not include information that (a) is or becomes generally available to the public other than through a breach of this Agreement; (b) was lawfully received from a third party without restriction; (c) was independently developed by the Recipient; or (d) is required to be disclosed by law, provided the Recipient gives prompt written notice to the Discloser to allow the Discloser to seek protective relief.

Survival: The obligations of confidentiality shall survive termination of this Agreement for a period of years, unless a longer period is required by applicable law.

Representations and Warranties

Each party represents and warrants that it has the full power and authority to enter into and perform this Agreement and that execution of this Agreement has been duly authorized by all necessary corporate or organizational action. Contractor warrants that services will be performed in a professional manner consistent with industry standards.

Limitation of Liability

Except for liability arising from gross negligence, willful misconduct, or breach of confidentiality, in no event shall either party be liable to the other for consequential, incidental, special or punitive damages. Each party's aggregate liability for claims arising out of or related to this Agreement shall not exceed the total fees paid or payable to Contractor under this Agreement during the six (6) month period preceding the claim.

Governing Law and Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to its conflict of laws principles. The parties shall attempt in good faith to resolve disputes promptly by negotiation between executives. If the dispute is not resolved within thirty (30) days, either party may initiate binding arbitration or litigation as provided in this Agreement.

Entire Agreement

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

Miscellaneous

Assignment: 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 or sale of substantially all of its assets. Severability: If any provision is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

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