Business Kong Document

BUSINESS KONG DOCUMENT

This Business Kong Document (the Agreement) is made and entered into as of / / (Effective Date), by and between:

RECITALS

WHEREAS, Company is engaged in the business of offering products and services and requires certain professional services to support its operations; and

WHEREAS, Service Provider possesses experience and capabilities to perform the services described in this Agreement and is willing to provide such services under the terms and conditions set forth herein;

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties agree as follows:

SCOPE OF WORK

Service Provider will perform the services and deliverables described below in a timely, professional and workmanlike manner. The services shall include, at a minimum, the following:

PAYMENT TERMS

Compensation: Company shall pay Service Provider a total fee of $ for the services described in this Agreement, subject to the payment schedule below.

Invoicing: Service Provider shall submit invoices in writing and Company shall pay undisputed amounts within days of receipt of a correct invoice. Disputed amounts must be raised in writing within ten (10) days of receipt of the invoice.

Late Fee: Any undisputed amount not paid when due shall accrue interest at a rate of or the maximum lawful rate, whichever is lower, calculated monthly.

Taxes: Each party shall be responsible for its own taxes arising from this Agreement. Company shall withhold taxes if required by applicable law.

TERM AND TERMINATION

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

Termination for Convenience: Either party may terminate this Agreement without cause by providing written notice to the other party at least days prior to the intended termination date.

Termination for Cause: Either party may terminate immediately upon material breach by the other party that remains uncured for a period of thirty (30) days following written notice specifying the breach.

CONFIDENTIALITY

Definition: "Confidential Information" means non-public information disclosed by one party to the other that is marked confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure, including business plans, financial information, customer lists, technical information, and trade secrets.

Obligations: Receiving party shall (a) use Confidential Information solely to perform its obligations under this Agreement; (b) protect Confidential Information with at least the same degree of care it uses to protect its own confidential information, but in no event less than reasonable care; and (c) 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 protective as those in this Agreement.

Exclusions: Confidential Information does not include information that (i) is or becomes generally available to the public through no fault of the receiving party; (ii) was rightfully known to the receiving party without restriction prior to disclosure; (iii) is lawfully received from a third party without restriction; or (iv) is independently developed without use of the disclosing party's Confidential Information.

Duration: The confidentiality obligations in this section shall survive termination of this Agreement for a period of unless a longer period is required by applicable law for trade secrets.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to its choice of law principles. Exclusive venue for any dispute arising under this Agreement shall be the state or federal courts located in that state.

ENTIRE AGREEMENT; MISCELLANEOUS

Entire Agreement: This Agreement, including any attachments or exhibits expressly incorporated herein, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior and contemporaneous agreements, understandings and negotiations, whether written or oral.

Amendments: No amendment or modification of this Agreement shall be effective unless in writing and signed by authorized representatives of both parties.

Severability: If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect and the parties shall negotiate in good faith to replace the invalid provision with a valid provision that comes closest to the parties' original intent.

Sign Now