Business Fone Template

Business Fone Template

This Business Fone Template Agreement ("Agreement") is entered into as of Effective Date: by and between Client Name: , Client Address: , and Service Provider Name: , Provider Address: .

RECITALS

WHEREAS, Client operates a business that requires telephony, voicemail, and business phone line management services, and desires to engage Provider to supply such services under the terms set forth herein; and

WHEREAS, Provider represents that it has the experience, personnel, licenses and technical capability to perform telephony and related services and is willing to perform such services for Client in accordance with the terms of this Agreement.

NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties agree as follows.

SCOPE OF WORK

Provider shall furnish all labor, equipment, software configuration, and technical support necessary to provide the services described above (collectively, the "Services"). Provider will perform the Services in a professional manner in accordance with industry standards and all applicable laws and regulations.

PAYMENT TERMS

Unless otherwise agreed in writing, invoices are payable within the timeframe set forth in the Payment Schedule. If any amount due is not paid when due, Provider may suspend Services after providing Client with written notice and the opportunity to cure within the notice period set forth in this Agreement. Client shall also be responsible for reasonable collection costs, including attorneys' fees.

TERM AND TERMINATION

This Agreement shall commence on Start Date: and shall continue until End Date: , unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement for cause upon material breach by the other party if such breach remains uncured for the notice period specified above. Provider may also terminate immediately if Client fails to pay undisputed amounts when due. Upon termination, Client shall pay Provider for Services performed through the effective date of termination and for reasonable wind-down costs.

CONFIDENTIALITY

Each party (the "Receiving Party") shall keep confidential and shall not disclose to any third party any non-public information furnished by the other party (the "Disclosing Party") in connection with the Services, including technical, business, and customer information, except as required by law. Confidential information shall not include information that is or becomes publicly available through no fault of the Receiving Party. The Receiving Party shall use at least the same degree of care to protect Confidential Information as it uses to protect its own confidential information, but in no event 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 its conflicts of law principles. Any action or proceeding arising out of or relating to this Agreement shall be brought only in the state or federal courts located in that state.

MISCELLANEOUS

Entire Agreement: This Agreement, including its exhibits and attachments, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, and communications, whether oral or written. No amendment or waiver of any provision of this Agreement shall be effective unless in writing and signed by both parties.

Assignment: Neither party may assign its rights or delegate its duties under this Agreement without the prior written consent of the other party, except that Provider may assign to an affiliate or in connection with a sale of substantially all of Provider's assets.

Indemnification: Each party shall indemnify, defend and hold harmless the other party from and against any third-party claims arising out of the indemnifying party's gross negligence or willful misconduct in performing its obligations under this Agreement.

REPRESENTATIONS AND WARRANTIES

Provider represents that it has the full right, power and authority to enter into this Agreement and to perform the Services. Provider further represents that Services will be performed in a workmanlike manner consistent with prevailing industry standards.

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