Business PrintView Template

BUSINESS PRINTVIEW TEMPLATE

This General Business Agreement (the Agreement) is made effective as of by and between:

RECITALS

WHEREAS, Client seeks to procure certain business services and deliverables as set forth in this Agreement, and Service Provider represents that it has the expertise, personnel, and resources to provide such services in a professional manner; and

WHEREAS, the parties desire to set forth the terms and conditions under which Service Provider will perform the services described below, including compensation, timelines, confidentiality, and termination rights;

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

SCOPE OF WORK

Service Provider shall provide the services and deliverables as described in detail below. The description constitutes the primary obligations of Service Provider under this Agreement.

PAYMENT TERMS

Client shall pay Service Provider compensation as set forth below. All amounts are in lawful currency and exclusive of applicable taxes unless otherwise stated.

TERM AND TERMINATION

This Agreement commences on the Start Date and, unless earlier terminated in accordance with this Section, continues until the End Date.

Start Date:    End Date:

Either party may terminate this Agreement for material breach by the other party if the breaching party fails to cure the breach within the notice period specified above following written notice. Termination shall not relieve either party of obligations accrued prior to the effective date of termination.

CONFIDENTIALITY

"Confidential Information" means non-public business, technical, financial and other information disclosed by one party to the other in connection with this Agreement, whether disclosed orally or in writing. Each 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 reasonable care; (b) use Confidential Information only for the performance of obligations under this Agreement; and (c) not disclose Confidential Information to any third party except to its employees, contractors, or advisors who have a need to know and who are bound by confidentiality obligations at least as restrictive as those contained herein.

Exceptions: Confidential Information does not include information that is or becomes publicly available through no fault of the receiving party, is lawfully received from a third party without breach of an obligation of confidentiality, or is independently developed without reference to the disclosing party's Confidential Information.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to principles of conflicts of law. The parties consent to the exclusive jurisdiction and venue of the courts located within that State for all disputes arising out of or relating to this Agreement.

ENTIRE AGREEMENT

This Agreement, together with any attachments or exhibits expressly incorporated herein, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, negotiations, and communications, whether written or oral. No modification or waiver of any provision of this Agreement will be effective unless in a written instrument signed by both parties.

MISCELLANEOUS

Severability: If any provision of this Agreement is held invalid or unenforceable, the remaining provisions will remain in full force and effect. Waiver: No waiver of any breach will be effective unless in writing and signed by the party waiving the breach. Assignment: Neither party may assign its rights or obligations under this Agreement without the prior written consent of the other party, except to a successor in interest in connection with a merger, acquisition, or sale of substantially all assets.

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