Business Levels Template

Business Levels Template

Company Name:    Company Address:

Client Name:    Client Address:

RECITALS

WHEREAS, Company is engaged in the business of providing business services, systems, and tiered delivery models offering varying deliverables and support levels; and

WHEREAS, Client desires to procure certain services from Company delineated by service levels and associated fees, and Company is willing to provide such services under the terms and conditions set forth herein;

NOW, THEREFORE, in consideration of the mutual covenants contained in this Agreement and other good and valuable consideration, the receipt and sufficiency of which are acknowledged, the parties agree as follows.

SCOPE OF WORK

Company shall perform services described below in accordance with the level selected by Client. Services include, without limitation, deliverables, response times, support scope, and any special terms stated for each level.

SERVICE LEVELS

Specify the service tiers offered. Each level below should describe deliverables, service windows, performance targets, and exclusions.

PAYMENT TERMS

Client shall pay Company for services rendered in accordance with the pricing of the selected service level and the terms below. All fees are exclusive of taxes unless otherwise stated.

Monthly   Quarterly   Milestone-based   Upon Completion

All undisputed invoices that remain unpaid beyond the due date shall accrue the stated late fee and Company may suspend services after providing written notice and a reasonable cure period.

TERM AND TERMINATION

This Agreement commences on the Effective Date and continues until the End Date below unless earlier terminated in accordance with this section.

Either party may terminate this Agreement for material breach by the other party if the breaching party fails to cure such breach within the notice period set forth above. Termination for convenience by either party requires prior written notice as specified above.

CONFIDENTIALITY

Each party (the "Receiving Party") shall hold in strict confidence all non-public, confidential, or proprietary information disclosed by the other party (the "Disclosing Party") and shall not use such information except to perform obligations under this Agreement. Confidential information does not include information that is publicly known through no breach of this Agreement, rightfully received from a third party, or independently developed without use of the Disclosing Party's confidential information.

Upon termination or expiration of this Agreement, the Receiving Party shall promptly return or destroy the Disclosing Party's confidential materials and provide written certification of such return or destruction upon request.

GOVERNING LAW

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

ENTIRE AGREEMENT

This Agreement, including any exhibits or attachments executed contemporaneously herewith, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, negotiations, and understandings, whether written or oral. Any amendment or modification must be in writing and signed by authorized representatives of both parties.

MISCELLANEOUS

Assignment: Neither party may assign its rights or obligations under this Agreement without the prior written consent of the other party, except that Company may assign to an affiliate or in connection with a merger or sale of substantially all assets.

Severability: If any provision of this Agreement is held invalid or unenforceable, the remaining provisions will continue in full force and effect to the fullest extent permitted by law.

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