Business Export Solutions

BUSINESS EXPORT SOLUTIONS AGREEMENT

This Business Export Solutions Agreement (the Agreement) is entered into as of Effective Date: by and between Service Provider Name: and Client Name: . The parties agree as follows.

RECITALS

WHEREAS, Service Provider is engaged in the business of providing export advisory, market-entry, compliance, logistics coordination, and related services tailored to international trade (the Services); and

WHEREAS, Client desires to retain Service Provider to provide Services to assist Client in exporting goods and services to selected international markets under the terms and conditions set forth herein; and

WHEREAS, the parties intend that Service Provider shall perform the Services described in this Agreement and that Client shall compensate Service Provider in accordance with the Payment Terms below.

SCOPE OF WORK

Service Provider shall provide the Services described in this Section. The parties acknowledge that specific deliverables, milestones, and performance standards are set forth below.

PAYMENT TERMS

Client shall pay Service Provider the fees described below. Fees are exclusive of applicable taxes, duties, customs charges, and other governmental assessments which shall be the responsibility of Client unless otherwise specified.

Late payments shall bear interest at the rate set forth below and Client shall reimburse Service Provider for reasonable collection costs.

TERM AND TERMINATION

This Agreement shall commence on Start Date: and shall continue until End Date: unless earlier terminated as provided herein.

CONFIDENTIALITY

Each party (Receiving Party) shall keep confidential all non-public information disclosed by the other party (Disclosing Party) that is marked confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure ("Confidential Information"). Receiving Party 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 representatives who have a need to know and who are bound by confidentiality obligations no less protective than those herein.

Exceptions: Confidential Information does not include information that (a) is or becomes generally available to the public through no wrongful act of Receiving Party; (b) was rightfully in Receiving Party’s possession prior to disclosure; (c) is received from a third party without breach of any obligation of confidentiality; or (d) is independently developed by Receiving Party without use of the Disclosing Party’s Confidential Information.

REPRESENTATIONS, WARRANTIES AND LIMITATION OF LIABILITY

Each party represents that it has the right and authority to enter into this Agreement. Service Provider warrants that its Services will be performed in a professional manner in accordance with industry standards. EXCEPT FOR THE LIMITED WARRANTY SET FORTH IN THE PRECEDING SENTENCE, SERVICE PROVIDER PROVIDES THE SERVICES "AS IS" AND DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED.

Limitation of Liability: EXCEPT FOR LIABILITY ARISING FROM GROSS NEGLIGENCE, WILLFUL MISCONDUCT, OR BREACH OF CONFIDENTIALITY, NEITHER PARTY SHALL BE LIABLE FOR CONSEQUENTIAL, INDIRECT, SPECIAL OR PUNITIVE DAMAGES. THE AGGREGATE LIABILITY OF SERVICE PROVIDER FOR ANY CLAIM ARISING OUT OF THIS AGREEMENT SHALL NOT EXCEED THE AMOUNTS PAID BY CLIENT TO SERVICE PROVIDER UNDER THIS AGREEMENT DURING THE TWELVE (12) MONTHS 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 senior representatives. If the parties cannot resolve a dispute within forty-five (45) days, either party may submit the dispute to binding arbitration in the chosen jurisdiction if both parties agree in writing; otherwise, the parties may pursue any rights and remedies available at law or in equity in the courts of the governing state.

ENTIRE AGREEMENT

This Agreement, including all Schedules and attachments, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, or communications, whether written or oral. Any amendment or modification must be in writing and signed by authorized representatives of both parties.

NOTICES

All notices, requests, consents and other communications hereunder shall be in writing and delivered to the addresses set forth below or to such other address as a party may designate by notice to the other party in accordance with this Section.

ADDITIONAL PROVISIONS

Compliance with Laws: Each party shall comply with all applicable export, import, customs and trade control laws and regulations. Client shall provide accurate product classifications and any required documentation; Client assumes responsibility for payment of customs duties, tariffs and taxes unless otherwise agreed in writing.

Sign Now