Business Filing Template

BUSINESS FILING TEMPLATE

This Business Filing Template Agreement (the Agreement) is made and entered into as of by and between Filing Entity Name: (Applicant), and Filing Agent Name: (Agent).

RECITALS

WHEREAS, Applicant seeks to form, register, amend or otherwise file documents relating to the business identified above with appropriate governmental authorities in accordance with applicable law; and

WHEREAS, Agent is duly qualified and experienced to prepare, review and submit the necessary filings and to act as agent for service of process to the extent required by law, and Applicant desires to retain Agent to perform such services under the terms set forth in this Agreement.

WHEREAS, the parties desire to set forth their respective obligations, fees and procedures for filing and related services.

FILING DETAILS

Corporation    Limited Liability Company (LLC)    Partnership    Sole Proprietorship    Other

SCOPE OF WORK

Agent shall perform the following services (collectively, Services): preparation, review, and filing of organizational documents, preparation of initial statutory notices as required, coordination with designated registered agent services, preparation of any required consents or resolutions, and delivery of filed documents to Applicant. Additional services, if requested by Applicant, will be described and billed separately.

PAYMENT TERMS

Applicant shall pay Agent the fees set forth below for the Services rendered. Fees charged by governmental authorities, third-party vendors, or expedited processing fees are separate from Agent fees and are payable by Applicant unless otherwise agreed in writing.

Any undisputed amounts not paid within days of invoice date shall accrue late fees at the rate of and may be subject to suspension of Services until payment is made. Applicant shall also be responsible for reasonable collection costs, including attorneys' fees.

TERM AND TERMINATION

This Agreement commences on the date first written above and shall continue until completion of the Services or until terminated as provided herein.

Term Start Date: . Term End Date: .

Either party may terminate this Agreement for convenience upon written notice to the other party given not less than days prior to the intended termination date. Termination shall not relieve Applicant of its obligation to pay for Services performed or expenses incurred through the effective date of termination.

CONFIDENTIALITY

Each party shall maintain in confidence all non-public information and materials provided by the other party in connection with the Services (Confidential Information). Confidential Information does not include information that is: (a) already known to the receiving party without restriction at the time of disclosure; (b) becomes publicly available through no fault of the receiving party; (c) lawfully obtained from a third party without restriction; or (d) independently developed without use of the disclosing party's Confidential Information. The receiving party may disclose Confidential Information to the extent required by law or judicial process provided that, when legally permitted, it gives prompt written notice to the disclosing party to allow the disclosing party to seek protective measures.

The obligations under this clause shall survive termination of this Agreement for a period of unless otherwise required by applicable law.

REPRESENTATIONS AND WARRANTIES

Applicant represents and warrants that it has full authority to execute this Agreement and to authorize Agent to prepare and file documents on its behalf. Applicant shall provide accurate and complete information and shall promptly notify Agent of any changes to such information. Agent represents that it will perform Services in a professional manner consistent with applicable professional standards.

GOVERNING LAW

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. Any dispute arising out of or relating to this Agreement shall be resolved as mutually agreed by the parties or, absent such agreement, in the state or federal courts located within that state.

ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous negotiations, representations and agreements, whether written or oral. No modification or waiver of any provision shall be effective unless in writing and signed by both parties.

ADDITIONAL PROVISIONS

CERTIFICATIONS

By signing below, Applicant certifies that all information provided to Agent for the purpose of preparing and filing documents is true, complete and accurate to the best of Applicant's knowledge. Applicant authorizes Agent to take all actions reasonably necessary to effectuate the filings described in this Agreement, including the execution of ministerial documents on Applicant's behalf where authorized.

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