Business PIBI Form

Business PIBI Form

Parties and Identification

Recitals

WHEREAS, Client Name: is engaged in lawful business operations and requires certain business information, identification, and services from Provider Name: to support those operations; and

WHEREAS, Provider Name represents it has the expertise, personnel, and authority to provide such services and to collect, compile, and maintain business and personal identifying information in accordance with the terms of this Business PIBI Form and the Agreement herein; and

NOW, THEREFORE, in consideration of the mutual promises contained in this Form and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

Scope of Work

Provider shall perform the following services, deliverables, and data collection tasks. The description below is intended to define the specific obligations of Provider with respect to the Business PIBI process, and shall be supplemented by any attached schedules or statements of work executed by the parties.

Payment Terms

Compensation for the services performed under this Business PIBI Form shall be as follows:

Late payments shall incur interest at the lesser of 1.5% per month or the maximum rate permitted by law, calculated daily from the date payment was due until paid in full. In addition to interest, Client shall be responsible for reasonable collection costs, including attorney's fees, incurred by Provider to collect delinquent amounts.

Term and Termination

This Agreement commences on Start Date: and shall continue until End Date: unless earlier terminated in accordance with this section.

Either party may terminate this Agreement for convenience upon providing written notice to the other party at least Notice Period (days): days prior to the effective termination date. Termination for cause may occur immediately upon written notice if a party materially breaches any provision of this Agreement and fails to cure such breach within 15 days after receipt of written notice specifying the breach.

Confidentiality

For purposes of this Agreement, "Confidential Information" means all non-public information disclosed by one party to the other in oral, written, electronic, or other form that is designated as confidential or that reasonably should be understood to be confidential. Confidential Information includes but is not limited to business plans, trade secrets, financial data, customer lists, and personally identifying business information collected pursuant to the PIBI process.

The receiving party shall (a) maintain the confidentiality of Confidential Information with at least the same degree of care it uses to protect its own confidential information and no less than a reasonable degree of care; (b) not use Confidential Information for any purpose other than performing its obligations under this Agreement; and (c) not disclose Confidential Information to any third party except as expressly permitted in this Agreement or required by law.

Notwithstanding the foregoing, Confidential Information does not include information that: (i) is or becomes public through no breach of this Agreement by the receiving party; (ii) was known by the receiving party prior to disclosure; (iii) is received from a third party without breach of any obligation of confidentiality; or (iv) is independently developed by the receiving party without use of the disclosing party's Confidential Information.

Data Protection and Use

Provider shall implement and maintain reasonable administrative, technical, and physical safeguards to protect Personal and Business Identifying Information collected under this Agreement against unauthorized access, disclosure, alteration, or destruction. Provider shall only use such information in furtherance of the services described in the Scope of Work and as otherwise permitted by law.

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 agree to attempt in good faith to resolve any dispute arising out of or relating to this Agreement through negotiation between senior representatives of the parties prior to initiating any formal dispute resolution proceedings.

Representations; Compliance

Each party represents and warrants that it has the full corporate power and authority to enter into and perform this Agreement, that the Agreement is enforceable against it in accordance with its terms, and that its performance will comply with applicable laws and regulations. Provider further represents that it will not knowingly collect or use information in a manner that violates applicable privacy or data protection laws.

Indemnification

Each party (the "Indemnifying Party") shall indemnify, defend and hold harmless the other party (the "Indemnified Party") from and against any losses, damages, liabilities, and expenses (including reasonable attorneys' fees) arising out of third-party claims to the extent caused by the Indemnifying Party's breach of this Agreement, negligence, or willful misconduct.

Entire Agreement; Amendment

This Business PIBI Form, including any exhibits or schedules expressly incorporated herein, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior and contemporaneous agreements, proposals, and communications, whether oral or written. No amendment or modification of this Agreement shall be effective unless in writing and signed by authorized representatives of both parties.

Miscellaneous

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. Neither party may assign this Agreement without the prior written consent of the other, except that either party may assign to an affiliate or in connection with a merger, acquisition, or sale of substantially all its assets.

Acknowledgment

The undersigned certify that they are authorized to enter into this Business PIBI Form on behalf of the party they represent, that they have read and understand all provisions herein, and that the information provided in this Form is true and correct to the best of their knowledge.

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