Business Formal Request

Business Formal Request

Parties and Reference

Requesting Party:   Contact Title:

Responding Party:   Contact Title:

Recitals

WHEREAS, Requesting Party is seeking formal acceptance or action by Responding Party concerning the services and deliverables described herein; and

WHEREAS, Responding Party has represented that it has the qualifications, personnel, and capacity to perform the requested services pursuant to the terms set forth in this Business Formal Request;

WHEREAS, the parties agree that the terms of this written request will be the basis for subsequent performance and, if accepted, will be memorialized by authorization to proceed and payment in accordance with the Payment Terms herein.

Scope of Work

Payment Terms

Late Payment Remedy: If any payment due under this Business Formal Request is not received by Responding Party within days after the due date, Requesting Party shall incur a late fee of on the overdue balance, and collections costs and reasonable attorneys' fees will be recoverable.

Term and Termination

Term Start Date:    Term End Date:

Either party may terminate this request for convenience upon days' prior written notice to the other party. Termination for cause may be effected immediately upon written notice if the non‑performing party breaches any material obligation and fails to cure within a commercially reasonable period not to exceed 30 days.

Upon termination, Requesting Party shall pay Responding Party for all work performed, accepted deliverables, and reasonable close‑out costs incurred through the effective date of termination.

Confidentiality

Each party agrees to maintain in strict confidence all nonpublic information and materials disclosed by the other party that are designated confidential or that reasonably should be understood to be confidential given the nature of the information ("Confidential Information"). Confidential Information shall not include information that is or becomes generally available to the public other than through a breach of this obligation, or that is rightfully received from a third party without restriction.

The receiving party shall use Confidential Information solely for the purpose of performing obligations under this Business Formal Request and shall restrict disclosure to employees and contractors with a need to know and who are bound by comparable confidentiality obligations.

Representations & Warranties

Each party represents and warrants that it has the full right, power, and authority to enter into this Business Formal Request and to perform its obligations hereunder. Responding Party warrants that services will be performed in a professional and workmanlike manner consistent with industry standards.

Governing Law and Remedies

This Business Formal Request shall be governed by and construed in accordance with the laws of the state of , without regard to choice‑of‑law principles. The parties agree that monetary damages may be inadequate and that equitable relief, including injunctive relief, may be available to a party for breaches of confidentiality or proprietary rights.

Entire Agreement

This Business Formal Request 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 modification of this request is binding unless executed in writing and signed by authorized representatives of both parties.

Attachments and Special Instructions

Attached documents that form part of this request (check all that apply):

Scope of Work Exhibit    Pricing Schedule    Project Timeline    Other (see notes)

Administrative Contacts

Certification and Authorization

By signing below, each party certifies that the individual signing on its behalf is authorized to bind the party to the terms set forth in this Business Formal Request. The parties acknowledge that acceptance may be evidenced by a countersigned copy or by written authorization to proceed.

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