Business Lotze Template

BUSINESS LOTZE TEMPLATE

This General Business Agreement (the Agreement) is entered into by and between Party A: , with principal address at ; and Party B: , with principal address at .

WHEREAS

WHEREAS, Party A is engaged in the business of providing business development, advisory and operational services and possesses personnel and expertise relevant to the services contemplated herein;

WHEREAS, Party B desires to retain Party A to perform certain services on the terms and conditions set forth in this Agreement, and Party A agrees to perform such services for Party B pursuant to the terms of this Agreement;

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

1. Scope of Work

The services to be provided by Party A shall include, without limitation, the tasks described in the Description of Services above and any additional work mutually agreed in writing. Party A shall perform the services in a professional manner consistent with industry standards and shall provide qualified personnel to carry out the work.

2. Payment Terms

Any payment not received within days of the due date shall accrue interest at the lesser of or the maximum rate permitted by applicable law. In addition, Party A may assess a late fee of for each late installment.

3. Term and Termination

This Agreement shall commence on the Start Date: and continue until the End Date: , unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement for convenience upon providing written notice to the other party at least days prior to the intended termination date. Either party may terminate this Agreement immediately for material breach if the breaching party fails to cure such breach within thirty (30) days after receipt of written notice specifying the breach.

4. Confidentiality

For purposes of this Agreement, "Confidential Information" means nonpublic, proprietary or confidential information disclosed by one party (the Discloser) to the other party (the Recipient), whether disclosed orally, in writing, or by inspection, that is identified as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information includes, without limitation, business plans, financial information, customer lists, pricing, trade secrets, and nonpublic technical information.

The Recipient shall hold Confidential Information in confidence and shall not use or disclose Confidential Information except as necessary to perform its obligations under this Agreement or as authorized in writing by the Discloser. The obligations of confidentiality shall not apply to information that: (a) is or becomes generally available to the public other than through the Recipient's breach of this Agreement; (b) was known by the Recipient prior to disclosure without an obligation of confidentiality; (c) is rightfully received from a third party without restriction; or (d) is independently developed by the Recipient without reference to the Discloser's Confidential Information.

The confidentiality obligations set forth herein shall continue for a period of years from the date of disclosure, except with respect to trade secrets which shall be protected for so long as they remain 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 its conflicts of law principles. The parties submit to the exclusive jurisdiction of the state and federal courts located within that state for any action arising out of or relating to this Agreement.

6. Entire Agreement; Amendment

This Agreement constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior and contemporaneous agreements, proposals, and communications, whether written or oral. No amendment, modification or waiver of any provision of this Agreement will be effective unless in writing and signed by both parties.

7. Notices

All notices, requests, consents, claims, demands, waivers and other communications hereunder shall be in writing and addressed to the parties at the addresses set forth below or at such other address as a party may designate by notice to the other party.

8. Remedies; Injunctive Relief

The parties agree that monetary damages may be inadequate to compensate a party for any actual or threatened breach of the confidentiality provisions or any other material provision of this Agreement, and that the non-breaching party shall be entitled to seek equitable relief, including injunctive relief, in addition to any other remedies available at law or in equity.

9. Miscellaneous

Neither party may assign or transfer its rights or obligations under this Agreement without the prior written consent of the other party, provided that a party may assign this Agreement to an affiliate or successor in interest in connection with a merger, acquisition, or sale of substantially all of its assets. If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

Sign Now