Business Mobile Contract

BUSINESS MOBILE CONTRACT

This Business Mobile Contract ("Agreement") is entered into as of the Effective Date set forth below by and between:

Service Provider:    Address:

Client:    Address:

RECITALS

WHEREAS, Service Provider operates and maintains mobile telecommunication services, device provisioning, and related support for business customers and offers mobile voice, messaging and data connectivity to business users;

WHEREAS, Client desires to obtain mobile services and devices for business operations from Service Provider pursuant to the terms and conditions set forth in this Agreement; and

WHEREAS, the parties intend to define the scope of services, payment obligations, confidentiality obligations, and other terms governing the provision and use of the mobile services and any supplied devices.

SCOPE OF WORK

Service Provider shall provide mobile voice, messaging and data services, device procurement and configuration, number porting (as requested), ongoing technical support, and any ancillary services expressly agreed to in writing. Specific devices, service features, usage allowances, and provisioning details are to be described below.

PAYMENT TERMS

Client shall pay Service Provider for services and devices in accordance with the fees and schedule set forth below. All fees are exclusive of applicable taxes and surcharges, which shall be Client's responsibility unless otherwise stated.

TERM AND TERMINATION

This Agreement commences on the Start Date and continues until the End Date, unless earlier terminated in accordance with this Agreement. The parties may also agree to renew under mutually agreed terms.

Start Date:

End Date:

Either party may terminate this Agreement for material breach by the other party if such breach remains uncured for the notice period specified above following written notice describing the breach. Termination does not relieve Client of payment obligations accrued prior to termination.

CONFIDENTIALITY

Each party acknowledges that in the course of performance it may receive Confidential Information of the other party. "Confidential Information" includes non-public business information, pricing, network configurations, user credentials, and technical documentation but excludes information that is publicly known, rightfully received from a third party, or independently developed.

The receiving party shall: (a) hold Confidential Information in confidence with at least the same degree of care it uses to protect its own confidential information but not less than reasonable care; (b) use Confidential Information only to perform its obligations under this Agreement; and (c) not disclose Confidential Information except to employees, contractors or affiliates with a need to know who are bound by confidentiality obligations no less protective than those herein. Upon termination, the receiving party shall return or destroy Confidential Information upon written request and certify such destruction if requested.

SERVICE LEVELS, EQUIPMENT, AND SUPPORT

Service Provider will provide reasonable technical support during normal business hours, perform provisioning in accordance with the agreed schedule, and use commercially reasonable efforts to maintain network connectivity. Client acknowledges that actual service performance may vary due to carrier networks and external factors outside Service Provider's control.

LIMITATION OF LIABILITY AND INDEMNITY

Except for willful misconduct or gross negligence, neither party will be liable to the other for consequential, incidental, special, or punitive damages. The total aggregate liability of either party arising under or relating to this Agreement will not exceed the total fees paid by Client to Service Provider under this Agreement during the preceding twelve (12) months.

Client shall indemnify and hold Service Provider harmless from claims arising out of Client's misuse of services, illegal activities using the services, or Client's failure to comply with applicable law.

NOTICES

All notices under this Agreement shall be in writing and delivered to the addresses set forth above or to any updated address provided in writing. Notice by email is permitted when sent to the designated billing or support contact provided by each party, provided that a copy by mail or courier is simultaneously sent.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the jurisdiction specified below without regard to principles of conflict of laws.

ENTIRE AGREEMENT

This Agreement, including any schedules, statements of work, and accepted order forms, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior or contemporaneous agreements, representations and understandings. No amendment is effective unless in writing and signed by authorized representatives of both parties.

MISCELLANEOUS

Assignment: Neither party may assign this Agreement without the prior written consent of the other party, except to a successor in interest in the event of a merger or sale of substantially all assets.

Severability: If any provision of this Agreement is found to be unenforceable, the remainder shall remain in full force and effect.

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