Business Quotes Document

BUSINESS QUOTES DOCUMENT

WHEREAS

WHEREAS, Vendor is engaged in the business of providing professional goods and services as described herein and possesses the expertise, personnel and resources necessary to perform the proposed work; and

WHEREAS, Client desires to obtain a written quote for the goods and/or services set forth in the Scope of Work, and Vendor is willing to provide such goods and/or services under the terms and conditions contained in this Business Quotes Document (the "Quote");

WHEREAS, acceptance of this Quote by the Client and issuance of any required purchase order or written authorization shall create binding obligations between the parties subject to the terms below.

QUOTE DETAILS

SCOPE OF WORK

ITEMIZED QUOTE

Description            Qty        Unit Price         Line Total

PAYMENT TERMS

Unless otherwise agreed in writing, Client shall pay Vendor the Total Quote Amount in accordance with the following terms. All amounts are stated in the currency indicated in this Quote. Vendor may require a deposit or initial payment as described below.

Late payments shall accrue interest at a rate of percent per month, or the maximum rate permitted by law, whichever is lower. In addition to interest, Client shall reimburse Vendor for reasonable collection costs and attorneys' fees incurred to collect overdue amounts.

TERM AND TERMINATION

This Quote shall commence on Start Date: and shall remain in effect through End Date: unless earlier terminated in accordance with this section.

Either party may terminate the engagement for cause upon written notice if the other party materially breaches any obligation under this Quote and fails to cure such breach within days after receipt of written notice. Either party may terminate for convenience upon days' prior written notice; in such event Client shall pay Vendor for all work performed and costs incurred through the effective date of termination.

CONFIDENTIALITY

The parties acknowledge that during performance of the services each party may disclose Confidential Information to the other. "Confidential Information" means non-public business, technical, financial and other proprietary information disclosed in written, oral or electronic form. Each receiving party shall (a) maintain the confidentiality of such Confidential Information with at least the same degree of care it uses to protect its own confidential information, and (b) not disclose such Confidential Information to any third party except as necessary to perform obligations under this Quote or as required by law, provided prior notice is given when legally permissible.

The foregoing obligations shall not apply to information that is or becomes generally available to the public other than through a breach of this provision, or that is rightfully received by the receiving party without obligation of confidentiality from a third party.

Client acknowledges the confidentiality provisions above and agrees to be bound by them.

GOVERNING LAW; DISPUTE RESOLUTION

This Quote 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 agree to attempt to resolve disputes in good faith through negotiation; if unresolved within thirty (30) days, disputes shall be resolved by the courts located in the county of the Vendor's principal place of business, subject to mandatory injunctive relief where appropriate.

ENTIRE AGREEMENT

This Quote, together with any referenced exhibits, attachments, and any written acceptance by Client, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior proposals, negotiations and agreements, whether written or oral. Any amendment or modification must be in writing and signed by authorized representatives of both parties.

ACCEPTANCE

Client's signature below constitutes acceptance of this Quote and authorization for Vendor to commence work in accordance with the Scope of Work and Payment Terms. Acceptance within the Valid Until period is required for the quoted pricing to remain effective.

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