Business Document Nelson Perez

Business Document Nelson Perez

This Business Agreement (the "Agreement") is made and entered into as of Effective Date: between:

RECITALS

WHEREAS, Client desires to obtain certain professional services from Service Provider and Service Provider has represented that it possesses the skills, experience and personnel necessary to perform such services under the terms set forth herein;

WHEREAS, the parties wish to set forth their respective duties, payment terms and other rights in connection with the services to be provided pursuant to this Agreement;

NOW, THEREFORE, in consideration of the mutual covenants contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

SCOPE OF WORK

Service Provider shall perform the services and deliverables described below. Service Provider shall perform services in a professional and workmanlike manner consistent with industry standards.

PAYMENT TERMS

Total Contract Amount: $

Payment Schedule: Client shall pay a Deposit of of the Total Contract Amount upon execution of this Agreement and the remaining balance according to the following schedule:

Late Payment: Any amount not paid when due shall accrue interest at a rate of (or the maximum permitted by law, if less). Client shall also be responsible for reasonable collection costs, including attorney fees.

Payment Method: Select applicable method(s):

Bank Transfer Check Credit Card

TERM AND TERMINATION

Term: The term of this Agreement shall commence on Start Date: and shall continue until End Date: unless earlier terminated in accordance with this Section.

Termination for Convenience: Either party may terminate this Agreement for any reason upon days' prior written notice to the other party. Termination shall not relieve Client of the obligation to pay for services performed and expenses incurred prior to the effective date of termination.

Termination for Cause: Either party may terminate immediately upon written notice if the other party materially breaches this Agreement and fails to cure such breach within 14 days after written notice specifying the breach.

CONFIDENTIALITY

Definition: "Confidential Information" means non-public information disclosed by a party that is designated as confidential or that a reasonable person would understand to be confidential given the nature of the information and the circumstances of disclosure.

Nondisclosure and Use: 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) not disclose Confidential Information to any third party except to employees, contractors or advisors who have a need to know and who are bound by confidentiality obligations at least as protective as those herein.

Exceptions: Confidential Information shall not include information that (i) was known to the receiving party prior to disclosure; (ii) is or becomes publicly available through no fault of the receiving party; (iii) is received from a third party without breach of any obligation of confidentiality; or (iv) is independently developed without use of the disclosing party's Confidential Information.

Duration: The obligations of confidentiality with respect to Confidential Information shall survive termination or expiration of this Agreement for a period of unless a longer period is required by applicable law.

GOVERNING LAW; DISPUTE RESOLUTION

Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to its rules governing choice of law.

Dispute Resolution: The parties shall attempt in good faith to resolve any dispute arising out of or relating to this Agreement through negotiation. If negotiation fails, the parties agree to submit the dispute to mediation prior to initiating any litigation. Nothing in this clause shall prevent either party from seeking injunctive relief in a court of competent jurisdiction.

MISCELLANEOUS

Independent Contractor: Service Provider is an independent contractor and not an employee, agent, joint venturer or partner of Client. Service Provider shall be solely responsible for all taxes, withholdings and other statutory obligations.

Assignment: Neither party may assign 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 substantially all of its assets.

ENTIRE AGREEMENT

This Agreement, including any exhibits or attachments expressly incorporated herein, 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 oral or written. No amendment or modification of this Agreement shall be binding unless in writing and signed by both parties.

Severability: If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the dates set forth below.

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