Business Document PHX

BUSINESS DOCUMENT PHX

This Business Services Agreement ("Agreement") is entered into as of by and between:

Client Name:   Entity Type: Individual Corporation LLC

Service Provider Name:   Entity Type: Individual Corporation LLC

RECITALS

WHEREAS, Client desires to retain Provider to perform certain business services as set forth herein, and Provider has the experience and capability to perform such services on the terms and conditions contained in this Agreement;

WHEREAS, the parties intend to define their respective rights and obligations with respect to the services, compensation, confidentiality and other matters as set forth below;

WHEREAS, the parties desire to set forth the scope, schedule and payment terms in a single enforceable agreement.

SCOPE OF WORK

Provider shall perform the services described below in a professional and workmanlike manner consistent with industry standards. Provider agrees to deliver the deliverables and meet milestones as specified in this Section.

PAYMENT TERMS

Client shall pay Provider in exchange for the services rendered in accordance with the terms below. All fees are payable in U.S. dollars unless otherwise agreed in writing.

If any undisputed amount is not paid within days after the invoice due date, Client shall pay a late fee of and interest at a rate of per month on the overdue balance until paid.

TERM AND TERMINATION

The term of this Agreement shall commence on and continue until unless earlier terminated as provided below.

Either party may terminate this Agreement for material breach by the other party if such breach remains uncured for thirty (30) days after written notice specifying the breach. Termination shall not relieve either party of obligations accrued prior to the effective date of termination.

CONFIDENTIALITY

"Confidential Information" means any non-public information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information excludes information that is (a) already known to the receiving party without obligation of confidentiality; (b) becomes publicly available through no fault of the receiving party; (c) independently developed by the receiving party without use of the disclosing party's Confidential Information; or (d) lawfully received from a third party without restriction.

The receiving party shall (i) use Confidential Information solely for the purposes of performing under this Agreement, (ii) protect Confidential Information with at least the same degree of care it uses to protect its own confidential information, and (iii) 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 restrictive as those set forth herein. Upon termination or written request, the receiving party shall return or destroy all Confidential Information and certify such return or destruction.

The parties agree that any breach of this Confidentiality provision will cause irreparable harm for which monetary damages would be inadequate and that the non-breaching party shall be entitled to equitable relief, including injunction, in addition to any other remedies available at law or equity.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of Arizona without regard to its conflicts of law rules. The parties submit to the exclusive jurisdiction of the state and federal courts located in Phoenix, Arizona for any action or proceeding arising out of or relating to this Agreement.

ENTIRE AGREEMENT

This Agreement, including all attachments and statements of work incorporated by reference, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior and contemporaneous agreements, proposals and communications, whether oral or written. This Agreement may be amended only by a written instrument signed by both parties.

NOTICES

All notices required or permitted under this Agreement shall be in writing and delivered to the addresses below by certified mail, overnight courier, or hand delivery and shall be deemed given upon receipt.

The parties represent and warrant that they have the authority to enter into this Agreement, and that Provider will perform services as an independent contractor and not as an employee, agent, or partner of Client.

Sign Now