Business Glass Box

BUSINESS GLASS BOX AGREEMENT

RECITALS

WHEREAS, Client Name: (the "Client") operates a business requiring a custom glass enclosure product commonly referred to as a "Glass Box"; and

WHEREAS, Provider Name: (the "Provider") has expertise in design, fabrication, finishing, and installation of architectural glass enclosures and agrees to design, fabricate and deliver the Business Glass Box subject to the terms and conditions set forth herein; and

WHEREAS, the parties wish to set forth the scope of work, payment terms, confidentiality obligations, and other material terms governing the design, manufacture and delivery of the Business Glass Box effective as of Effective Date: (the "Effective Date").

SCOPE OF WORK

Provider shall perform the services and deliver the deliverables described below (collectively, the "Services"). The Services shall include design, engineering, fabrication, finishing, factory or on-site testing, delivery, and installation as applicable.

PAYMENT TERMS

Total Contract Price: $ . The Total Contract Price is inclusive of labor, materials, standard finishes and on-site installation unless otherwise stated in writing.

Final payment is due upon completion and Client acceptance of the Work, subject to reasonable inspection and punch-list items, and in no event later than Final Payment Due Date: .

Late Payment: Any undisputed amount not paid within days after invoice due date shall accrue interest at the rate of per month (or the maximum lawful rate if lower). In addition, Client shall be responsible for collection costs and reasonable attorney fees incurred by Provider in collecting overdue amounts.

TERM AND TERMINATION

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

Termination for Cause: Either party may terminate this Agreement upon written notice if the other party materially breaches any material obligation under this Agreement and fails to cure such breach within the Notice-to-Cure period: days following receipt of written notice describing the breach.

Termination for Convenience: Either party may terminate for convenience upon providing advance written notice of Termination Notice Period: days. In the event of termination, Provider shall be entitled to payment for Services performed and reasonable demobilization costs accrued through the effective date of termination.

CONFIDENTIALITY

Definition: "Confidential Information" means non-public information disclosed by either party that is designated as confidential or that, by its nature, would reasonably be considered confidential, including but not limited to design drawings, shop drawings, proprietary specifications, pricing, and business processes.

Non-Disclosure: Each party agrees to (i) maintain Confidential Information in strict confidence, (ii) use Confidential Information only for the purposes of performing its obligations under this Agreement, and (iii) restrict disclosure to employees, subcontractors, or agents who have a legitimate need to know and are bound by confidentiality obligations no less protective than those set forth herein.

Exceptions and Duration: Confidential Information does not include information that is publicly known through no breach by the receiving party, was lawfully in the receiving party's possession prior to disclosure, or is required to be disclosed by law (subject to prompt notice to permit protective measures). Confidentiality obligations shall survive for Confidentiality Period (years): years following termination or expiration of this Agreement.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to choice-of-law principles. The parties submit to the exclusive jurisdiction of the state and federal courts located in that state for any disputes arising from this Agreement.

ENTIRE AGREEMENT

This Agreement, together with any referenced exhibits, purchase orders or change orders expressly incorporated in writing, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior negotiations, representations, and agreements, whether written or oral. No modification, amendment or waiver of any provision of this Agreement shall be effective unless set forth in a written instrument signed by both parties.

NOTICES AND CONTACT INFORMATION

By signing below, the parties acknowledge and agree that they have read and understand this Agreement, are authorized to enter into it, and agree to be bound by its terms.

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