Business POC Letter

BUSINESS POC LETTER

This Business Point of Contact Letter and Agreement (the Agreement) is made effective as of by and between (Company) and (Recipient).

WHEREAS

WHEREAS, Company maintains business operations that require a designated point of contact to receive notices, technical inquiries, and service coordination communications; and

WHEREAS, Recipient requires a formal designation of a Company representative for the purposes described herein and Company is willing to designate such representative and accept reciprocal designation obligations; and

WHEREAS, the parties desire to document the designated point(s) of contact, the scope of communications, and certain terms governing reliance on communications received through the designated point(s) of contact.

POINT OF CONTACT DETAILS

The Primary Point of Contact shall be authorized to receive notices, coordinate scheduling, accept non-binding clarifications, and serve as the operational liaison between the parties with respect to matters described in the Scope of Work. The parties acknowledge that certain communications delivered to the designated Point of Contact under this Agreement shall be deemed effective notice unless otherwise expressly required in writing.

SCOPE OF WORK

PAYMENT TERMS

If compensation is payable in connection with services or deliverables referenced in the Scope of Work, the parties agree to the following payment terms:

Late payments shall accrue interest at the lesser of 1.5% per month or the maximum rate permitted by law, applied to the unpaid balance from the date due until paid in full. The party entitled to payment may suspend performance upon written notice if payment is more than days past due.

TERM AND TERMINATION

This Agreement commences on the Start Date: and remains in effect until the End Date: unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement for convenience upon providing written notice at least days prior to the effective date of termination. Either party may terminate for material breach if the breach remains uncured thirty (30) days after written notice specifying the breach and required cure, unless a shorter cure period is required by applicable law.

CONFIDENTIALITY

"Confidential Information" means non-public information disclosed by one party (Discloser) to the other party (Recipient) that is designated as confidential or that reasonably should be understood to be confidential. Recipient shall: (a) use Confidential Information only to perform obligations or exercise rights under this Agreement; (b) protect Confidential Information with at least the same degree of care it uses to protect its own confidential information, but no less than reasonable care; and (c) not disclose Confidential Information to any third party except to employees, agents, or contractors who have a need to know and who are bound by confidentiality obligations at least as protective as this clause. Confidential Information does not include information that: (i) is or becomes generally known without breach of this Agreement by Recipient; (ii) was rightfully known to Recipient prior to disclosure without restriction; (iii) is independently developed by Recipient without use of Discloser's Confidential Information; or (iv) is required to be disclosed by law, provided Recipient gives prompt written notice and cooperates with Discloser to seek protective measures.

NOTICES

Formal notices required under this Agreement shall be sent to the addresses listed below or to the designated Point of Contact details provided in this Letter. Notices are effective upon receipt when delivered by hand, courier, or email with confirmation, or three (3) days after deposit to the U.S. postal service, first-class, postage prepaid.

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 laws provisions. The parties submit to the exclusive jurisdiction of the state and federal courts located in that state for any dispute arising out of this Agreement.

ENTIRE AGREEMENT

This Agreement, including the Scope of Work and 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, proposals, or representations, whether written or oral. Any amendment or modification to this Agreement must be in writing and signed by authorized representatives of both parties.

AUTHORITY

Each individual signing below represents and warrants that they are duly authorized to execute this Agreement on behalf of the party for whom they sign and that their execution binds that party to the terms herein.

ADDITIONAL ACKNOWLEDGMENTS

The parties acknowledge that communications sent to the designated Point of Contact in connection with routine operational matters will be relied upon in making scheduling and administrative decisions. Nothing in this Letter shall be construed to waive any party's right to require formal written approvals for contractual modifications, change orders, or acceptance of deliverables where such formalities are required by other governing documents.

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