Business GPN Template

Business GPN Template

This Business GPN (General Payment Notice) Agreement (the "Agreement") is made effective as of by and between Client Name: and Service Provider Name: .

WHEREAS

WHEREAS, Client has requested certain goods and/or services from Provider and Provider has agreed to provide such goods and/or services in accordance with the terms and conditions of this Agreement;

WHEREAS, the parties desire to set forth payment procedures, billing cycles, and remedies related to late or disputed payments through this General Payment Notice;

WHEREAS, the parties intend that this Agreement govern the financial relationship between them and provide clear notice of payment obligations, timing, and applicable penalties for delinquency.

Scope of Work

Payment Terms

1. Payment Amount: Client shall pay Provider the amount of for the goods and/or services described above, subject to adjustments as set forth in this Agreement.

2. Payment Schedule: Provider shall submit invoices in accordance with the following billing schedule: . Unless otherwise stated on the invoice, all undisputed amounts are due within days of Client's receipt of an accurate invoice.

3. Late Fee and Interest: Any undisputed amount not paid when due shall bear interest at the lesser of (a) % per month, compounded monthly, or (b) the maximum rate permitted by applicable law. In addition to interest, Client shall pay a late fee of for each delinquent invoice where permitted by law.

4. Invoices and Disputes: Provider shall issue invoices that itemize charges. Client must notify Provider in writing of any invoice dispute within days of receipt of the invoice. Failure to timely notify constitutes acceptance of the invoice. Disputes shall not relieve Client of its obligation to pay undisputed amounts when due.

Term and Termination

Term: This Agreement shall commence on and shall continue in effect until , unless earlier terminated in accordance with this section.

Either party may terminate this Agreement for convenience upon written notice to the other party at least days prior to the effective date of termination. Either party may terminate immediately for material breach if such breach is not cured within days after receipt of written notice specifying the breach.

Upon termination, Client shall pay Provider for all goods and services rendered through the effective date of termination and for any non-cancelable commitments made in good faith by Provider in performance of the Agreement.

Confidentiality

Each party (the "Receiving Party") shall hold in confidence and not disclose to any third party any Confidential Information of the other party (the "Disclosing Party") disclosed in connection with this Agreement. "Confidential Information" means non-public business, financial, technical, or customer information disclosed in writing or in another tangible form marked as confidential or disclosed orally and confirmed as confidential in writing within thirty (30) days.

The Receiving Party may use Confidential Information solely for the performance of its obligations under this Agreement. Confidential Information does not include information that (a) is or becomes publicly known through no breach by the Receiving Party, (b) is rightfully received from a third party without restriction, (c) is independently developed by the Receiving Party without use of the Disclosing Party's Confidential Information, or (d) is required to be disclosed by law, provided that the Receiving Party gives the Disclosing Party prompt written notice and cooperates in any effort to limit disclosure.

Notices

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to its conflict of laws principles. The parties submit to the exclusive jurisdiction of the courts located in the county of for any action arising out of this Agreement.

Entire Agreement

This Agreement, including any documents referenced herein and any written attachments signed by both parties, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior and contemporaneous negotiations, understandings, and agreements, whether written or oral. No amendment or modification shall be effective unless in writing and signed by both parties.

Miscellaneous

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect. No waiver of any breach shall constitute a waiver of any subsequent breach. The rights and remedies provided are cumulative and in addition to any other rights available at law or in equity.

Sign Now