Business Location Clinton

DOCUMENT NAME

Business Location Clinton — General Business Agreement

This General Business Agreement ("Agreement") is entered into as of between Business Operator: and Location Owner: .

WHEREAS

WHEREAS, Location Owner is the lawful owner or lawful representative of the premises commonly known as Business Location Clinton at (the "Premises");

WHEREAS, Business Operator desires to occupy and use the Premises to operate the business described herein and Owner is willing to permit such use subject to the terms and conditions set forth in this Agreement; and

WHEREAS, the parties intend that this Agreement will govern the arrangement for use of Business Location Clinton and set forth payment, term, confidentiality, and other obligations of the parties.

Scope of Work

Payment Terms

Total Fee or Rent Amount: $ payable as follows:

Initial deposit or security: $ (to be held in accordance with this Agreement).

Late payment: If any payment required under this Agreement is not received within days after the due date, a late fee of will be charged and interest shall accrue at the lesser of 1.5% per month or the maximum lawful rate.

Term and Termination

Term Commencement Date:    Term Expiration Date:

Either party may terminate this Agreement upon written notice to the other party if the other party materially breaches any obligation hereunder and fails to cure such breach within days after receipt of written notice specifying the breach.

Termination without cause: Either party may terminate this Agreement without cause upon days' prior written notice to the other party. Any prepaid fees will be handled in accordance with the payment schedule set forth above.

Confidentiality

Each party (the "Receiving Party") acknowledges that in the course of performance under this Agreement it may receive confidential, proprietary, or trade secret information of the other party (the "Disclosing Party"). The Receiving Party shall (a) keep such information confidential and not disclose it to any third party except as required by law; (b) use such information solely for the purposes of performing obligations under this Agreement; and (c) take reasonable measures to protect the confidentiality of such information commensurate with measures used to protect its own confidential information. Confidential information does not include information that is or becomes generally available to the public through no breach of this Agreement by the Receiving Party, or that is independently developed without use of the Disclosing Party's confidential information.

Insurance; Indemnification

Business Operator shall maintain at its expense commercial general liability insurance and property insurance sufficient to cover its operations at the Premises. Business Operator agrees to indemnify, defend and hold harmless Location Owner from and against all claims, liabilities, losses, costs and expenses (including reasonable attorneys' fees) arising from Business Operator's use of the Premises or breach of this Agreement, except to the extent caused by the willful misconduct or gross negligence of Location Owner.

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. The parties submit to the exclusive jurisdiction of the courts located in that State for resolution of disputes arising under this Agreement.

Entire Agreement

This Agreement, together with any written exhibits or addenda signed by both parties, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, representations, and understandings, whether written or oral. No amendment or modification of this Agreement shall be effective unless in writing and signed by both parties.

Notices

Representations and Warranties

Each party represents and warrants that it has full power and authority to enter into this Agreement and to perform its obligations, that the execution and delivery of this Agreement has been duly authorized, and that this Agreement constitutes a legal, valid and binding obligation enforceable against such party in accordance with its terms.

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