Business Pending Documents

Business Pending Documents

Parties and Recitals

This General Business Agreement ("Agreement") is entered into between:

Client Name:

Client Address:

Service Provider Name:

Provider Address:

WHEREAS, Client seeks to assemble, review and maintain certain business documents that are currently pending completion, transfer, or execution (the "Pending Documents"); and

WHEREAS, Provider has the experience and capacity to prepare, organize and supervise the exchange of the Pending Documents and to perform related services on the terms set forth in this Agreement; and

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

Scope of Work

Payment Terms

Total Fee:

Late Payment Fee (if any):

All payments shall be made in United States Dollars unless otherwise agreed in writing. Provider shall provide invoices itemizing services rendered and Pending Documents handled; Client shall pay undisputed amounts within the period stated in the Payment Schedule.

Term and Termination

Term Commencement Date:

Term Expiration Date:

Either party may terminate this Agreement for convenience upon written notice to the other party not less than days prior to the effective date of termination. Either party may terminate immediately for material breach by the other party if such breach is not cured within thirty (30) days following written notice specifying the breach.

Confidentiality

Each party acknowledges that, in the course of performing this Agreement, it will receive or have access to non-public business information and documents relating to the other party, including but not limited to the Pending Documents, financial data, business plans, contracts, and proprietary materials ("Confidential Information"). Each party agrees:

1. To hold Confidential Information in strict confidence and not to disclose it to any third party except as necessary to perform obligations under this Agreement and subject to a duty of confidentiality at least as protective as this Agreement;
2. To use Confidential Information solely for the purposes of performing under this Agreement;
3. To take reasonable precautions to protect Confidential Information, which shall be no less than those taken to protect its own confidential materials; and
4. That the foregoing obligations shall not apply to information that is or becomes publicly known through no breach of this Agreement, was known to the receiving party prior to disclosure, or is required to be disclosed by law, provided the disclosing party is given prompt notice and opportunity to seek protective measures.

Representations and Warranties

Each party represents and warrants that it has the full corporate or individual power and authority to enter into this Agreement and to perform its obligations hereunder, and that execution and performance of this Agreement will not violate any agreement to which it is bound.

Indemnification and Limitation of Liability

Provider shall indemnify and hold Client harmless from claims arising from Provider's gross negligence or willful misconduct in performing services under this Agreement. Except for liability arising from gross negligence, willful misconduct, or breach of confidentiality, neither party shall be liable for consequential, incidental, or punitive damages, and aggregate liability shall be limited to the fees paid by Client to Provider under this Agreement during the preceding twelve (12) months.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to its conflict of law principles.

Entire Agreement

This Agreement, including any exhibits or attachments executed by the parties, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether oral or written. Any amendment to this Agreement must be in writing and signed by both parties.

Miscellaneous Provisions

Notices shall be in writing and delivered to the addresses set forth above or to such other address as a party may designate in writing. If any provision of this Agreement is found to be unenforceable, the remainder shall remain in full force and effect to the maximum extent permitted by law.

Acknowledgment

The parties acknowledge and agree that the Pending Documents described herein shall be managed in accordance with this Agreement until final execution, transfer or disposition, and that Provider's obligations include a duty to preserve the integrity and confidentiality of the Pending Documents during the pendency.

Sign Now