Business Requirement Form

Business Requirement Form and Services Agreement

Parties and Project Identification

Client Name:

Service Provider Name:

Recitals

WHEREAS, Client desires to retain Service Provider to perform the services described in this Business Requirement Form and Agreement (the "Services") in accordance with the terms and conditions set forth herein; and

WHEREAS, Service Provider represents that it has the qualifications, personnel, and capability to perform the Services and agrees to perform such Services in a professional and workmanlike manner consistent with industry standards.

NOW, THEREFORE, in consideration of the mutual covenants contained in this Agreement and other good and valuable consideration, the receipt and sufficiency of which are acknowledged, the parties agree as follows.

Scope of Work

Deliverables and Timeline

Deliverable 1 Description:   Due Date:

Deliverable 2 Description:   Due Date:

Project Start Date:   Project End Date:

Payment Terms

Contract Amount (Total): $

Late Payment Fee:

Invoice Submission Address or Email:

Change Orders

All changes to scope shall be documented in a written change order signed by authorized representatives of both parties. Change orders shall specify the change, any impact on schedule, and any adjustment to fees. Additional work will be billed at the agreed rates unless otherwise stated.

Standard Additional Hourly Rate: $

Term and Termination

This Agreement commences on the Project Start Date set forth above and continues until the Project End Date or until earlier terminated in accordance with this section. Either party may terminate this Agreement for convenience upon written notice to the other party delivered at least days prior to the effective termination date.

Either party may terminate for material breach if the breaching party fails to cure such breach within days after receipt of written notice describing the breach.

Confidentiality

Each party shall maintain in confidence all 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 publicly known through no fault of the receiving party, independently developed by the receiving party without use of the disclosing party's Confidential Information, or rightfully received from a third party without restriction.

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

Confidential Information Return/Destruction: Upon termination or expiration of this Agreement, the receiving party shall, at the disclosing party's option, return or destroy all materials containing Confidential Information and certify in writing that such material has been returned or destroyed.

Representations, Warranties and Indemnification

Service Provider represents and warrants that the Services will be performed in a professional manner consistent with prevailing industry standards. Client represents that it has authority to enter into this Agreement. Each party agrees to indemnify, defend and hold harmless the other party from and against any third party claims arising from the indemnifying party's gross negligence, willful misconduct, or material breach of this Agreement.

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 law principles. The parties consent to the exclusive jurisdiction of the state and federal courts located within that state for any dispute arising out of or relating to this Agreement.

Entire Agreement

This Agreement, including any exhibits and change orders signed by the parties, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, negotiations, and understandings, whether written or oral. No amendment shall be binding unless in writing and signed by both parties.

Acceptance and Acknowledgement

By signing below, each party acknowledges that it has read and understands this Business Requirement Form and Services Agreement, agrees to be bound by its terms, and has the authority to execute this Agreement on behalf of the respective party.

Sign Now