Business Revised Package

Business Revised Package

Parties and Recitals

This Business Revised Package Agreement ("Agreement") is entered into as of Effective Date: by and between Client Name: and Service Provider Name: .

WHEREAS, Client retains Provider to deliver a revised set of business deliverables and related services described herein; and

WHEREAS, Provider has represented that it has the skill, personnel, and resources necessary to perform the revisions and related services in a timely and professional manner; and

WHEREAS, the parties desire to memorialize the revised scope, compensation, terms of engagement and confidentiality obligations applicable to the Business Revised Package.

Scope of Work

Payment Terms

Total Fee: (USD).

Late Payment Fee: If any undisputed amount is not paid within days after the due date, interest shall accrue at , or the maximum rate permitted by law, whichever is less.

Term and Termination

Term Commencement Date: .

Term Expiration Date: .

Either party may terminate this Agreement for convenience upon written notice delivered at least days prior to the effective termination date. Termination for material breach shall be effective immediately upon written notice if the breaching party fails to cure within days after receipt of written notice specifying the breach.

Upon termination, Client shall pay Provider for all work performed and expenses incurred through the effective date of termination, and Provider shall deliver to Client all completed deliverables and reasonable work in progress documentation.

Confidentiality

"Confidential Information" means any non-public business, technical, financial, or other information disclosed by one party ("Disclosing Party") to the other ("Receiving Party") in connection with this Agreement, whether disclosed orally, in writing, or by inspection of tangible objects.

Receiving Party shall (i) use Confidential Information solely for the performance of this Agreement, (ii) protect Confidential Information with at least the same degree of care that it uses to protect its own confidential information, and (iii) 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 at least as protective as those herein. Confidential Information shall not include information that is or becomes publicly available through no fault of Receiving Party, is rightfully received from a third party without restriction, or is independently developed without use of Confidential Information.

Upon termination or upon written request of Disclosing Party, Receiving Party shall promptly return or destroy Confidential Information and certify in writing the destruction of such materials.

Intellectual Property and Deliverables

Unless otherwise agreed in writing, Provider assigns to Client all right, title and interest in and to the deliverables created specifically for Client under this Agreement upon payment in full of all amounts due. Provider retains ownership of Provider's pre-existing tools, templates, methodologies and know-how and grants Client a non-exclusive, non-transferable license to any pre-existing materials incorporated into the deliverables solely for Client's internal use.

Limitation of Liability

Except for willful misconduct or gross negligence, neither party shall be liable to the other for incidental, consequential, special or punitive damages, and aggregate liability for claims arising from or relating to this Agreement shall not exceed the total fees paid by Client to Provider under this Agreement during the twelve (12) months preceding the claim.

Governing Law and Dispute Resolution

This Agreement 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 shall attempt in good faith to resolve any dispute arising under this Agreement through negotiation. If the dispute is not resolved within thirty (30) days, either party may pursue any available remedies in the courts of that state.

Representations; Compliance

Each party represents that it has full power and authority to enter into this Agreement and that execution of this Agreement does not violate any other agreement or legal obligation. Each party will comply with all applicable laws, regulations and third-party obligations in performing its duties under this Agreement.

Entire Agreement; Amendments

This Agreement, including all exhibits and attachments referenced herein, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior and contemporaneous agreements and understandings, whether written or oral. Any amendment or modification to this Agreement must be in writing and executed by authorized representatives of both parties.

Notices

Additional Provisions

The parties acknowledge that representatives signing below have the authority to bind their respective organizations to this Agreement and that this Agreement may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument.

Sign Now