Business Executed BOR

BUSINESS EXECUTED BOR

This Business Executed BOR (the "Agreement") is entered into as of Effective Date: by and between Business Name: and Counterparty Name: .

WHEREAS

WHEREAS, Business Name represents that it is duly organized, authorized and capable of performing the services described herein and holds all licenses and consents required to carry out such services;

WHEREAS, Counterparty Name requires specified business services and desires to engage Business Name to perform those services pursuant to the terms and conditions of this Agreement; and

WHEREAS, the parties have agreed that certain records, acknowledgments, and business operations will be documented by this BOR (Business Operated Record) to evidence execution, acceptance and payment obligations.

SCOPE OF WORK

Business Name will perform the following services and deliverables for Counterparty Name in accordance with the specifications and schedule below:

PAYMENT TERMS

Compensation for the services described in this Agreement shall be paid in accordance with the following terms.

Invoices submitted in accordance with this Agreement are due net as specified in the payment schedule. Interest on overdue amounts shall accrue at the rate specified above and the prevailing post-judgment rate where lawful. The parties agree that acceptance of late payments shall not constitute a waiver of any right to terminate for continued nonpayment.

TERM AND TERMINATION

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

Either party may terminate this Agreement for material breach by the other party if the breaching party fails to cure such breach within the Notice Period after receipt of written notice. Either party may terminate for insolvency, bankruptcy, or assignment for the benefit of creditors effective upon written notice.

CONFIDENTIALITY

Each party (the "Receiving Party") shall keep confidential all non-public information disclosed by the other party (the "Disclosing Party") 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"). Confidential Information excludes information that: (i) is or becomes generally available to the public without breach of this Agreement; (ii) was rightfully known by the Receiving Party prior to disclosure; (iii) is rightfully received from a third party without restriction; or (iv) is independently developed by the Receiving Party without use of the Disclosing Party’s Confidential Information.

The Receiving Party shall use Confidential Information only for the purposes of performing obligations under this Agreement and shall protect it with at least the same degree of care it uses to protect its own confidential information, but no less than reasonable care.

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 courts located in that State for purposes of any dispute arising under this Agreement.

ENTIRE AGREEMENT

This Agreement, including all schedules, exhibits and written attachments executed by the parties, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether oral or written. No modification, waiver, or amendment of any provision of this Agreement shall be effective unless in writing and signed by authorized representatives of both parties.

NOTICES

Notices under this Agreement shall be in writing and delivered to the addresses set forth below or such other address as a party may designate by written notice to the other party.

The parties may designate an alternate notice contact below if different from the notice address.

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