Business Frontier Document

BUSINESS FRONTIER DOCUMENT

This Business Frontier Agreement ("Agreement") is entered into as of Effective Date: by and between Client Name: , a business with principal address at ; and Service Provider Name: , a business with principal address at .

RECITALS

WHEREAS, Client seeks to retain Provider to perform certain professional services described herein and Provider represents that it has the qualifications, experience, and ability to provide such services on the terms set forth in this Agreement.

WHEREAS, the parties desire to set forth the scope, terms of compensation, confidentiality obligations, and other conditions governing the parties' relationship for the project identified as Project Name: .

WHEREAS, the parties intend that this Agreement constitute the entire binding understanding between them with respect to the subject matter hereof.

SCOPE OF WORK

Provider shall perform the services described above (the "Services") in a professional and workmanlike manner in accordance with industry standards. Changes to the Scope of Work require written amendment signed by authorized representatives of both parties.

PAYMENT TERMS

If any undisputed amount due hereunder is not paid within days of the invoice due date, Client will pay a late fee of on the outstanding balance, together with all reasonable costs of collection, including attorneys' fees.

All payments are exclusive of taxes. Client shall be responsible for applicable taxes, excluding taxes based on Provider's net income. Provider shall submit invoices in accordance with the Payment Schedule, and Client shall pay undisputed invoices within the period specified above.

TERM AND TERMINATION

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

Either party may terminate this Agreement for convenience upon written notice to the other party at least days prior to the intended termination date. Either party may terminate for cause if the other party materially breaches this Agreement and fails to cure such breach within thirty (30) days after receipt of written notice specifying the breach.

Upon termination, Provider shall deliver all work in progress and Client shall pay for all Services performed and expenses incurred through the effective date of termination, subject to reasonable setoffs for unfulfilled obligations.

CONFIDENTIALITY

"Confidential Information" means non-public information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Each receiving party agrees to (i) protect Confidential Information with the same degree of care it uses for its own confidential information but no less than reasonable care; (ii) use Confidential Information solely to perform its obligations under this Agreement; and (iii) not disclose Confidential Information to any third party except to employees, contractors or advisors who have a need to know and who are bound by confidentiality obligations at least as restrictive as those herein.

Confidential Information does not include information that (a) is or becomes publicly available through no fault of the receiving party; (b) was known to the receiving party prior to disclosure; (c) is rightfully received from a third party without restriction; or (d) is independently developed by the receiving party without use of Confidential Information. A receiving party may disclose Confidential Information to the extent compelled by law, provided it gives the disclosing party prompt notice and reasonable assistance to obtain confidential treatment.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of , without giving effect to rules governing choice of law. The parties submit to the exclusive jurisdiction of the courts located in that state for any dispute arising out of or related to this Agreement.

ENTIRE AGREEMENT; MISCELLANEOUS

This Agreement, together with any exhibits and written amendments signed by both parties, 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 written or oral. No amendment or waiver shall be effective unless in writing and signed by an authorized representative of each party.

Neither party may assign this Agreement without the prior written consent of the other party, except that either party may assign this Agreement in connection with a merger, acquisition, or sale of substantially all of its assets, provided the assignee assumes all obligations hereunder. The parties agree that any waiver must be in writing and that the invalidity or unenforceability of any provision shall not affect the remaining provisions, which shall remain in full force and effect.

NOTICES

Sign Now