Business HV Template

BUSINESS HV TEMPLATE

This General Business Agreement (the Agreement) is made and entered into as of Effective Date: by and between:

WHEREAS

WHEREAS, Client Name: requires certain services described herein; and

WHEREAS, Service Provider Name: has the expertise to perform such services and agrees to provide those services under the terms and conditions set forth in this Agreement.

NOW, THEREFORE, in consideration of the mutual promises contained herein, the parties agree as follows:

1. Scope of Work

Service Provider shall perform the services and deliverables described below. The scope may be modified only by written amendment signed by both parties.

2. Payment Terms

Client shall pay Service Provider the fees and reimbursements set forth below in consideration for performance of the Scope of Work.

All fees are excluding applicable taxes unless otherwise specified. Reimbursable expenses must be pre-approved in writing and invoiced with supporting documentation.

3. Term and Termination

This Agreement commences on Start Date: and continues until End Date: unless earlier terminated as provided herein.

Either party may terminate this Agreement without cause upon written notice to the other party given at least days prior to the effective termination date. For material breach, the non-breaching party may terminate if breach is not cured within 30 days after receipt of written notice describing the breach.

4. Confidentiality

Each party (Receiving Party) will maintain in confidence and not disclose to any third party Confidential Information received from the other party (Disclosing Party). Confidential Information includes, without limitation, business plans, financial information, technical data, customer lists and other information that is marked confidential or would reasonably be understood to be confidential.

The Receiving Party shall use Confidential Information solely for performance under this Agreement and shall take reasonable measures to protect such Confidential Information from unauthorized disclosure. Confidentiality obligations shall survive termination for a period of three (3) years, except for trade secrets which shall be protected for as long as they qualify as trade secrets under applicable law.

5. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to conflict of laws principles.

6. Entire Agreement

This Agreement, including all exhibits and attachments expressly incorporated herein, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior and contemporaneous agreements, proposals, and communications, whether written or oral. Any amendment or modification to this Agreement must be in writing and executed by authorized representatives of both parties.

7. Notices

All notices required or permitted under this Agreement shall be in writing and delivered to the addresses below by hand, nationally recognized overnight courier, or certified mail (return receipt requested).

8. Miscellaneous

Neither party may assign its rights or obligations under this Agreement without the prior written consent of the other party, except that either party may assign this Agreement to an affiliate or in connection with a sale of substantially all of its assets or equity, provided the assignee assumes the assigning party's obligations in writing. If any provision of this Agreement is held invalid, the remainder shall continue in full force and effect.

The parties represent and warrant that they have full power and authority to enter into this Agreement and to perform their obligations hereunder, and that the person signing below is authorized to bind the party for which they sign.

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