Business Reactivation Document

BUSINESS REACTIVATION DOCUMENT

This Business Reactivation Document (the "Agreement") is entered into as of by and between:

RECITALS

WHEREAS, Business Name: is currently inactive, suspended, or otherwise not conducting operations due to administrative, regulatory, financial, or operational reasons; and

WHEREAS, Service Provider Name: has the experience and capacity to perform the work necessary to restore Business to active status, including but not limited to filings, permit reinstatements, vendor and creditor outreach, and operational remediation; and

WHEREAS, the parties desire to set forth the terms and conditions by which Service Provider will undertake such reactivation services and Business will compensate Service Provider for such services.

SCOPE OF WORK

Service Provider shall perform the reactivation services described below. The services shall include necessary filings, communications with regulators, creditor and vendor coordination, preparation of required documents, and reasonable on-site work as required to effect reactivation.

PAYMENT TERMS

Business shall pay Service Provider the fees and reimbursements set forth below in consideration for the services performed under this Agreement.

All amounts payable under this Agreement are exclusive of applicable taxes. Business shall reimburse Service Provider for reasonable out-of-pocket expenses incurred in connection with performance, provided that such expenses are pre-approved in writing where they exceed .

TERM AND TERMINATION

This Agreement shall commence on the Start Date: and shall continue until the Completion Date: unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement for convenience upon written notice to the other party no fewer than days prior to the effective termination date. Either party may terminate immediately for material breach by the other party that is not cured within 10 days after written notice, or for insolvency or appointment of a receiver.

Upon termination, Business shall pay Service Provider for all services performed and reasonable documented expenses incurred through the effective date of termination. Sections concerning confidentiality, indemnification, payment of accrued fees, and governing law shall survive termination.

CONFIDENTIALITY

For purposes of this Agreement, "Confidential Information" means non-public information disclosed by one party to the other relating to business plans, financial condition, customer lists, trade secrets, proprietary processes, or regulatory filings. The recipient shall (a) use Confidential Information only to perform its obligations under this Agreement, (b) hold such information in strict confidence using at least the same standard of care it uses to protect its own confidential information, and (c) not disclose Confidential Information to any third party except to those employees, consultants or advisors who have a need to know and who are bound by confidentiality obligations no less protective than those set forth herein.

Confidential Information does not include information that: (i) is or becomes generally available to the public through no breach of this Agreement; (ii) was known to the recipient without restriction prior to disclosure as evidenced by written records; (iii) is rightfully received from a third party without restriction; or (iv) is independently developed by the recipient without reference to the disclosed information. Upon termination or upon written request, recipient shall promptly return or destroy Confidential Information and certify such return or destruction.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to conflict of laws principles. The parties submit to the exclusive jurisdiction of the state and federal courts located within that state for disputes arising under this Agreement.

ENTIRE AGREEMENT; AMENDMENT

This Agreement, including all exhibits and attachments incorporated herein, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior and contemporaneous agreements, representations, and understandings, whether written or oral. No amendment or modification of this Agreement will be effective unless in writing and signed by authorized representatives of both parties.

MISCELLANEOUS PROVISIONS

Each party represents and warrants that it has the authority to enter into this Agreement. Neither party will assign this Agreement without the prior written consent of the other, except to a successor by merger or sale of substantially all assets. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

Business represents that the signatory is authorized to request reactivation and bind the Business to the terms of this Agreement.

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