Business Quote Package

BUSINESS QUOTE PACKAGE

Parties and Identification

Quote Number:     Date Prepared:     Valid For (days):

Recitals

WHEREAS, Provider is engaged in the business of providing professional goods and services as described in this Quote Package and has the expertise and capacity to perform the services set forth herein; and

WHEREAS, Client desires to obtain the goods and services from Provider on the terms and conditions set forth in this Business Quote Package and Provider is willing to provide such goods and services under those terms; and

WHEREAS, the parties intend for this Quote Package to set forth the scope, pricing, payment schedule and other material terms that shall govern any resulting work order or agreement between the parties.

Scope of Work

Provider will perform the services and provide the deliverables described below. The scope below is intended to be an accurate description of work that will be performed if Client accepts this quote. Any changes to scope shall be made in writing and signed by both parties, and may affect price and schedule.

Itemized Quote

Item 1

Item 2

Payment Terms

Payment shall be made in accordance with the schedule set forth below. Unless otherwise agreed in writing, all payments are due in United States Dollars and are non-refundable except as expressly provided in this Quote Package.

Late Payment: If any payment is not received within days after the due date, Provider may charge interest at the lesser of 1.5% per month or the maximum rate permitted by law, and may suspend performance until overdue amounts are cured.

Term and Termination

This Quote Package shall become effective upon Client acceptance as evidenced by the Client signature below and shall continue until completion of the Scope of Work or until the end date specified below, unless earlier terminated in accordance with this section.

Start Date:     End Date:

Either party may terminate this Quote Package for convenience upon delivery of written notice to the other party not less than days prior to the effective date of termination. Termination for material breach shall be permitted if the breaching party fails to cure within days after receipt of written notice of breach.

Confidentiality

Each party acknowledges that during the term of this Quote Package it may receive or have access to confidential and proprietary information of the other party. Confidential Information shall include business plans, pricing, technical data, customer lists, financial information and other information that a reasonable person would understand to be confidential. Each party agrees to: (a) protect Confidential Information of the other party with at least the same degree of care it uses to protect its own confidential information, but in no event less than reasonable care; (b) not use Confidential Information except to perform obligations or exercise rights under this Quote Package; and (c) not disclose Confidential Information to any third party except to employees, contractors or agents who need to know and who are bound by confidentiality obligations at least as protective as those herein.

Warranties; Limitation of Liability

Provider warrants that it will perform the services in a professional manner consistent with industry standards. EXCEPT FOR THE FOREGOING, PROVIDER MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, EXCEPT FOR LIABILITY ARISING FROM GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.

Governing Law

This Quote Package shall be governed by and construed in accordance with the laws of the State of , without regard to its conflicts of law principles.

Entire Agreement

This Business Quote Package, together with any attachments and any mutually executed change orders, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals and communications, whether oral or written. Any amendment or modification must be in writing and signed by an authorized representative of each party.

Acceptance

By signing below, Client accepts this Quote Package in its entirety and authorizes Provider to proceed with the work described herein in accordance with the terms and conditions set forth above.

Client Acceptance:

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