Business Operating Certificate

BUSINESS OPERATING CERTIFICATE

Certificate No.:

WHEREAS

WHEREAS, Issuing Authority: has the authority to grant business operating certificates and to impose terms and conditions governing the operation of businesses within its jurisdiction; and

WHEREAS, Business Name: , Entity Type: Sole Proprietorship Partnership LLC Corporation Other seeks authorization to operate the business activities described herein at the location identified below; and

WHEREAS, the parties desire to set forth the scope of permitted operations, payment obligations, term, and other conditions under which the certificate is issued.

BUSINESS IDENTIFICATION

SCOPE OF WORK / PERMITTED ACTIVITIES

Nature of Business:

Retail Manufacturing Services Food Service Professional Services Other

PAYMENT TERMS

Operating Fee Amount: $    Billing Schedule:

Payment is due within days of invoice. Late payments shall incur a late fee of on the outstanding balance, compounded monthly to the extent permitted by law.

TERM AND TERMINATION

Term Commencement Date: . Term Expiration Date: .

Either party may terminate this certificate for cause upon written notice if the other party materially breaches any material term and fails to cure within days after receipt of notice. Additionally, this certificate may be revoked by the Issuing Authority immediately where continued operation poses a direct and immediate threat to public health, safety, or welfare.

Notice Period for Non-renewal or Termination Without Cause: days' written notice.

CONFIDENTIALITY

The parties acknowledge that during the term of this Certificate they may exchange Confidential Information. "Confidential Information" shall mean non-public technical, business, financial or operational information disclosed in writing or orally and identified as confidential. The receiving party shall (i) use Confidential Information solely for purposes of performing obligations under this Certificate; (ii) protect 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; and (iii) not disclose Confidential Information to any third party except to its employees, agents or professional advisors who have a need to know and who are bound by confidentiality obligations no less restrictive than those contained herein. Confidentiality obligations shall survive termination or expiration of the Certificate for a period of three (3) years, except with respect to trade secrets, which shall be protected for as long as such information qualifies as a trade secret.

COMPLIANCE WITH LAWS

The business shall at all times operate in compliance with applicable federal, state, and local laws, ordinances, regulations and codes, including but not limited to zoning, health, safety, and environmental requirements. The Issuing Authority may suspend or revoke this Certificate for failure to maintain such compliance.

GOVERNING LAW

This Certificate and any dispute arising out of or relating to it shall be governed by and construed in accordance with the laws of the jurisdiction of , without regard to principles of conflicts of law.

ENTIRE AGREEMENT

This Certificate constitutes the entire agreement between the Issuing Authority and the Business with respect to the subject matter hereof and supersedes all prior and contemporaneous understandings and agreements, whether written or oral. Any amendment to this Certificate must be in writing and signed by duly authorized representatives of both parties.

CERTIFICATION

The undersigned representative of the Business certifies under penalty of perjury that the information provided in this Certificate is true, correct and complete to the best of their knowledge, that the Business possesses all licenses and permits required to lawfully undertake the described activities, and that the Business shall comply with the terms and conditions set forth herein.

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