Business Quote QUO

Business Quote QUO

Quote Number:     Quote Date:     Valid Until:

This Business Quote (the "Quote") is made on Effective Date: between Client Name: (the "Client") and Vendor Name: (the "Vendor").

WHEREAS

WHEREAS, the Client desires the Vendor to provide the services and deliverables described in this Quote and related attachments; and

WHEREAS, the Vendor represents that it has the expertise, resources and personnel to perform the services in accordance with the terms set forth herein and the proposed schedule; and

WHEREAS, the parties intend that this Quote, when accepted by the Client in writing, shall constitute a binding agreement between the parties governing the performance and payment for the described work.

Scope of Work

The Vendor shall perform the following services, deliverables and tasks as part of this Quote. All services shall be performed in a professional manner consistent with industry standards.

Itemized Quote

Payment Terms

The Client shall pay the Vendor the Total specified above in accordance with the schedule below. Payments not received by the due date shall be subject to the late fee described in this section.

Late Fee: percent per month on overdue balances, calculated from the payment due date until paid in full. The Client shall also reimburse reasonable collection costs and legal fees incurred by the Vendor to collect overdue amounts.

Term and Termination

This Quote shall commence on Start Date: and continue until End Date: , or until the services described herein are completed, unless earlier terminated in accordance with this section.

Either party may terminate this Quote for convenience by giving written notice to the other party at least days prior to the intended termination date. Termination for material breach shall be effective immediately upon written notice if the breach is not cured within 14 days of receipt of such notice.

Confidentiality

Each party agrees to maintain as confidential all non-public information disclosed by the other party that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure ("Confidential Information"). Confidential Information shall not include information that is or becomes publicly known other than through a breach of this obligation, or that is rightfully received from a third party without restriction.

The receiving party shall use Confidential Information solely for the purpose of performing obligations under this Quote and shall not disclose Confidential Information to any third party except to those employees, contractors or advisors who have a need to know and who are bound by confidentiality obligations no less protective than those set forth herein.

Governing Law

This Quote shall be governed by and construed in accordance with the laws of the State of , without regard to its conflict of laws rules. The parties consent to the exclusive jurisdiction of the state and federal courts located in that state for resolution of disputes arising under this Quote.

Entire Agreement

This Quote, together with any attachments or documents expressly incorporated herein, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether written or oral. Any amendment or modification must be in writing and signed by both parties.

Acceptance: By signing below, the parties acknowledge and agree that this Quote becomes a binding agreement when executed by both the Client and the Vendor, and the Vendor may commence performance in reliance on such acceptance.

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