Business Offer Presentation

BUSINESS OFFER PRESENTATION

Parties and Offer Identification

Provider Name:

Client Name:

Effective Date:    Offer Expiration Date:

Recitals

WHEREAS, Provider Name: is engaged in the business of providing the services and deliverables described herein and possesses the personnel, expertise, and resources necessary to perform such services; and

WHEREAS, Client Name: desires to engage Provider to perform the services and to consider the terms of the offer set forth in this Business Offer Presentation; and

WHEREAS, the parties intend for this Business Offer Presentation to set forth the material terms upon which Provider will perform the work and Client will receive and compensate for such work.

Scope of Work

The Provider will perform the following services and deliverables. Detailed descriptions, milestones, acceptance criteria, and deliverable formats should be described below.

Payment Terms

Late Payment Fee: . If any invoice is not paid within the time specified in the payment schedule, Client will pay late fees and Provider reserves the right to suspend performance after ten (10) days' written notice.

Wire transfer    ACH    Check    Credit card

Term and Termination

Term Commencement Date: . Term End Date: .

Either party may terminate this Offer Presentation and any resulting agreement for material breach of the terms herein if the breaching party fails to cure such breach within days after receipt of written notice. Either party may terminate for convenience upon days' prior written notice. Termination will not relieve Client of its obligation to pay for Services performed and accepted prior to termination.

Confidentiality

Definition: "Confidential Information" means all non-public information disclosed by a party (Disclosing Party) to the other (Receiving Party) in connection with this Offer Presentation, whether oral, written, graphic or electronic, including business plans, strategies, pricing, technical data, customer lists, and proprietary materials.

Obligations: Receiving Party shall (i) use Confidential Information solely for the purpose of evaluating and performing the services described herein; (ii) protect Confidential Information with at least the same degree of care as it uses for its own confidential information, but no less than reasonable care; and (iii) not disclose Confidential Information to any third party except to employees, contractors or advisors who need access to perform the obligations and who are bound by confidentiality obligations at least as protective as those in this clause.

Exclusions: Confidential Information does not include information that (a) is or becomes publicly available through no fault of Receiving Party; (b) is rightfully in Receiving Party's possession without restriction prior to disclosure; (c) is independently developed by Receiving Party without use of Confidential Information; or (d) is rightfully obtained from a third party without restriction.

Duration: The confidentiality obligations shall survive termination for a period of three (3) years from the date of termination, except for trade secrets which shall remain protected for as long as they qualify as trade secret under applicable law. Remedies for breach shall include injunctive relief in addition to any other remedies at law or equity.

Representations and Warranties

Each party represents and warrants that it has the full corporate or other organizational power to enter into and perform its obligations under this Offer Presentation, and that execution of this Offer Presentation has been duly authorized by all necessary action. Provider represents that services will be performed in a professional and workmanlike manner consistent with industry standards.

Governing Law; Dispute Resolution

This Offer Presentation and any resulting agreement shall be governed by and construed in accordance with the laws of the State of without regard to conflict of law principles. The parties agree to attempt to resolve disputes in good faith through negotiation before initiating litigation. If litigation is necessary, the parties submit to the exclusive jurisdiction of the state and federal courts located in the chosen governing state.

Limitations; Indemnity

Except for willful misconduct or gross negligence, Provider's liability for direct damages arising out of or related to this Offer Presentation shall be limited to direct damages not to exceed the total amounts actually paid by Client to Provider under this Offer Presentation. Each party shall indemnify the other against third-party claims arising from its breach of representations, willful misconduct, or gross negligence.

Entire Agreement; Amendment

This Business Offer Presentation, together with any documents expressly incorporated herein by reference and any mutually executed statements of work, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior negotiations, representations, or agreements, whether written or oral. Any amendment or modification must be made in writing and signed by authorized representatives of both parties.

Acceptance and Signature Authorization

By signing below, the undersigned represent and warrant that they are authorized to bind their respective parties to the terms of this Business Offer Presentation and that the terms set forth above constitute an offer by Provider and acceptance by Client when executed by both parties.

Sign Now