Business Formation Attachment

BUSINESS FORMATION ATTACHMENT

Formation Agent:

Formation Agent Address:

Applicant:

Applicant Address:

RECITALS

WHEREAS, Formation Agent is duly organized and authorized to provide corporate and limited liability company formation services and related administrative services to clients; and

WHEREAS, Applicant desires to engage Formation Agent to form and register a business entity on Applicant's behalf and to prepare and file initial organizational documents, together with related actions described in this Attachment; and

WHEREAS, the parties desire to set forth the specific formation details, payment terms and other operative provisions in this Business Formation Attachment, which shall be incorporated into and governed by the main agreement between the parties.

ENTITY INFORMATION

LLC Corporation Partnership Sole Proprietorship Other:

Date of Formation:

SCOPE OF WORK

Formation Agent shall perform the actions described in this Attachment and the main agreement, including drafting and filing organizational documents, obtaining evidence of filing, preparing initial internal governance documents, obtaining registration numbers as applicable, and providing an initial compliance checklist. The specific tasks, deliverables and schedule are described below and in the attached scope.

PAYMENT TERMS

Applicant shall pay Formation Agent the fees and expenses described below in exchange for the services set forth in this Attachment. All fees are non-refundable except as expressly provided in this Attachment.

Late payments shall accrue interest and fees as set forth below. Applicant agrees to reimburse Formation Agent for reasonable collection costs, including attorneys' fees, if payment enforcement becomes necessary.

TERM AND TERMINATION

This Attachment shall commence on the Start Date and shall continue until the completion of the services described herein or until terminated in accordance with this section.

Start Date:

Estimated End Date:

Either party may terminate this Attachment for convenience upon delivering the notice set forth above. Upon termination, Applicant shall pay Formation Agent for all work performed and expenses incurred through the effective date of termination in accordance with the Payment Terms.

CONFIDENTIALITY

Each party acknowledges that it may receive confidential information of the other party in connection with this Attachment. "Confidential Information" means non-public information clearly identified as confidential or that reasonably should be understood to be confidential given its nature. Each party shall: (a) hold Confidential Information in strict confidence; (b) not disclose Confidential Information to third parties except as permitted herein; and (c) use Confidential Information only to perform obligations under this Attachment. The foregoing obligations shall not apply to information that: (i) is or becomes generally available to the public other than as a result of a breach of this provision; (ii) was in the receiving party's possession prior to receipt from the disclosing party; or (iii) is required to be disclosed by law, provided the receiving party gives prompt written notice and cooperates in any lawful effort to limit disclosure.

GOVERNING LAW

This Attachment shall be governed by and construed in accordance with the laws of the jurisdiction specified below without regard to its conflict of laws principles.

ENTIRE AGREEMENT

This Attachment, together with the main agreement to which it is attached, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior and contemporaneous agreements, proposals and communications, whether oral or written. Any amendment or waiver shall be effective only if in writing and signed by both parties.

CERTIFICATION

The undersigned certify that the information provided in this Attachment is true, complete and correct to the best of their knowledge and that they are authorized to execute this Attachment on behalf of the party they represent. The undersigned further authorize Formation Agent to take the actions described in this Attachment and agree to be bound by the Payment Terms herein.

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