Business Matcha Document

BUSINESS MATCHA DOCUMENT

RECITALS

WHEREAS, Service Provider Name: provides business introduction and partner-matching services for commercial entities; and

WHEREAS, Client Name: desires to engage Service Provider to identify and introduce potential business partners on the terms set forth herein;

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

PARTIES

SCOPE OF WORK

Service Provider shall perform business matching services to identify, evaluate and introduce potential commercial partners to Client consistent with Client's stated objectives. Services include outreach, preliminary vetting, scheduling of introductions, and facilitation of initial discussions. Specific deliverables, acceptance criteria and performance milestones are described below.

PAYMENT TERMS

Client shall pay Service Provider a fee for the services rendered as follows. All amounts are in U.S. dollars unless otherwise specified.

Invoices shall be due within days of receipt. Overdue amounts will accrue interest at per month (or the maximum permitted by law, whichever is less). Client is responsible for any reasonable collection costs, including attorneys' fees, incurred by Service Provider to collect overdue payments.

TERM AND TERMINATION

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

Either party may terminate this Agreement for convenience upon days' prior written notice to the other party. Either party may terminate immediately upon written notice if the other party materially breaches any obligation hereunder and fails to cure such breach within 15 days after receipt of written notice specifying the breach. Termination does not relieve Client of its obligation to pay for services performed and expenses incurred prior to termination.

CONFIDENTIALITY

For purposes of this Agreement, "Confidential Information" means non-public information disclosed by one party to the other, whether disclosed orally, in writing, or by inspection, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information excludes information that: (a) is or becomes generally available to the public other than through a breach of this Agreement; (b) was known to the receiving party prior to disclosure by the disclosing party; (c) is received from a third party without breach of any obligation of confidentiality; or (d) is independently developed by the receiving party without use of or reference to the disclosing party's Confidential Information.

The receiving party shall: (i) protect the confidentiality of the disclosing party's Confidential Information using at least the same degree of care it uses to protect its own confidential information, but in no event less than reasonable care; (ii) not use Confidential Information for any purpose other than performance under this Agreement; and (iii) not disclose Confidential Information to any third party except to its employees, agents or advisors who have a need to know and who are bound by confidentiality obligations at least as protective as those contained herein. Required disclosures compelled by law or regulation are permitted only after the receiving party provides prompt written notice and cooperates reasonably with any efforts to obtain confidential treatment or protective order.

Mutual confidentiality (both parties bound)
One-way confidentiality (only recipient bound)

LIMITATION OF LIABILITY

EXCEPT FOR LIABILITY ARISING FROM A PARTY'S GROSS NEGLIGENCE, WILLFUL MISCONDUCT, OR BREACH OF CONFIDENTIALITY, IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, ARISING OUT OF THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR OTHERWISE. THE AGGREGATE LIABILITY OF EITHER PARTY FOR ANY CLAIM ARISING UNDER THIS AGREEMENT SHALL NOT EXCEED THE TOTAL FEES PAID BY CLIENT TO SERVICE PROVIDER UNDER THIS AGREEMENT DURING THE 12-MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

GOVERNING LAW; DISPUTE RESOLUTION

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to its conflict of laws principles. The parties shall attempt in good faith to resolve disputes through negotiation. If unresolved within 30 days, disputes shall be resolved by binding arbitration in accordance with the rules of the chosen forum, and judgment upon the award may be entered in any court of competent jurisdiction.

ENTIRE AGREEMENT

This Agreement, including all exhibits and schedules attached hereto (if any), constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, negotiations and communications, whether oral or written. Any amendment or modification must be in writing and signed by authorized representatives of both parties.

NOTICES

All notices required or permitted under this Agreement shall be in writing and delivered to the addresses set forth in the Parties section or to such other address as a party may designate by notice. Notices shall be deemed given upon personal delivery, three days after deposit in the U.S. mail, or one day after delivery to a national overnight courier.

Sign Now