Business Pro Plan

BUSINESS PRO PLAN AGREEMENT

This Business Pro Plan Agreement (the Agreement) is entered into as of (Effective Date), by and between:

Client Name:

Service Provider Name:

WHEREAS

WHEREAS, Client seeks to retain certain professional services described in this Agreement and desires the enhanced deliverables and support included in the Business Pro Plan; and

WHEREAS, Service Provider represents that it has the expertise, capacity, and qualifications to provide such services under the terms and conditions set forth herein; and

WHEREAS, the parties desire to define their respective rights and obligations with respect to the Business Pro Plan in this Agreement.

SCOPE OF WORK

The Service Provider shall perform the services described above in a professional manner, consistent with industry standards. Any material changes to the Scope of Work shall be subject to a written amendment executed by both parties.

PAYMENT TERMS

All fees are exclusive of applicable taxes. Client shall be responsible for any sales, use, or other taxes associated with the services, excluding taxes imposed on Service Provider's income. Service Provider may suspend services if payments are more than thirty (30) days overdue after written notice and an additional seven (7) day cure period.

PAYMENT METHOD

Acceptable payment methods (select all that apply):

TERM AND TERMINATION

This Agreement shall commence on and shall continue until unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement for convenience upon days' prior written notice. Either party may terminate immediately for material breach that remains uncured for thirty (30) days following notice of breach. Termination shall not relieve Client of its obligation to pay for services performed and expenses incurred prior to the effective date of termination.

CONFIDENTIALITY

Each party (Receiving Party) shall maintain in confidence all non-public information disclosed by the other party (Disclosing Party) that is designated confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure ("Confidential Information"). Receiving Party shall not disclose Confidential Information to any third party except to employees, contractors, or advisors who have a need to know and who are bound by confidentiality obligations at least as protective as those herein.

Confidential Information does not include information that: (a) is or becomes generally known to the public other than by breach of this Agreement; (b) was rightfully known to Receiving Party prior to disclosure without restriction; (c) is rightfully received from a third party without restriction; or (d) is independently developed without use of or reference to Disclosing Party's Confidential Information. Upon termination or upon written request, Receiving Party shall return or certify destruction of Confidential Information, except to the extent retention is required by law.

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 principles. The parties submit to the exclusive jurisdiction of the state and federal courts located in that State for disputes arising under this Agreement.

ENTIRE AGREEMENT

This Agreement (including all attachments and exhibits expressly incorporated herein) constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior and contemporaneous agreements, proposals, and understandings, whether written or oral. Any modifications must be in writing and signed by authorized representatives of both parties.

ADDITIONAL REPRESENTATIONS

Each party represents and warrants that it has the full right, power, and authority to enter into and perform this Agreement and that the person signing on its behalf is authorized to bind such party.

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