Business RevStream Template

Business RevStream Template

This Business RevStream Agreement (the Agreement) is made effective as of (Effective Date), by and between:

Client Name:

Client Address:

Service Provider Name:

Service Provider Address:

RECITALS

WHEREAS, Client operates a business that generates recurring revenue streams and desires assistance in optimizing revenue capture, reconciliation and monetization processes; and

WHEREAS, Service Provider represents that it has the technical expertise, analytical capabilities and personnel necessary to provide revenue stream optimization, reporting and implementation services (RevStream Services); and

WHEREAS, the parties wish to set forth the terms under which Service Provider will perform RevStream Services for Client.

SCOPE OF WORK

The Scope of Work shall include, at a minimum: assessment of current revenue flows, identification of leakage points, configuration of tracking and reconciliation processes, implementation of pricing or billing corrections, and delivery of periodic performance reports. Any change to the Scope of Work that materially increases Service Provider's obligations or costs must be documented in a written amendment signed by both parties.

PAYMENT TERMS

Invoices shall be sent to Client at the billing address provided and are due within days of invoice receipt unless otherwise agreed in writing. Client shall make payments in lawful currency to accounts designated by Service Provider.

A late fee of on the outstanding balance, or a flat fee of (whichever is greater), shall accrue for overdue amounts. Interest and fees are cumulative and shall not preclude Service Provider from exercising other remedies for collection.

TERM AND TERMINATION

Term Commencement Date:

Term Expiration Date:

Either party may terminate this Agreement without cause upon written notice to the other party given at least the number of days specified above. Either party may terminate this Agreement immediately upon material breach by the other party that remains uncured for a period of 30 days after written notice of such breach. Termination shall not relieve Client of the obligation to pay for services performed prior to the effective date of termination.

CONFIDENTIALITY

"Confidential Information" means non-public information disclosed by one party to the other that is designated as confidential or that a reasonable person would understand to be confidential given the nature of the information and the circumstances of disclosure. Each party shall: (a) hold Confidential Information of the other in strict confidence; (b) not disclose Confidential Information to any third party except to permitted representatives bound by confidentiality obligations; and (c) use Confidential Information only to perform its obligations under this Agreement.

Confidential Information does not include information that: (i) is or becomes publicly known through no breach of this Agreement; (ii) is independently developed by the receiving party without use of the disclosing party's Confidential Information; or (iii) is rightfully received from a third party without restriction. Remedies for breach include injunctive relief and damages.

GOVERNING LAW

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

ENTIRE AGREEMENT

This Agreement, including all exhibits and written amendments signed by both parties, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, understandings and communications, whether written or oral. No modification of this Agreement shall be effective unless in writing and signed by authorized representatives of both parties.

MISCELLANEOUS

Assignment: Neither party may assign its rights or delegate its duties under this Agreement without the prior written consent of the other party, except that Service Provider may assign to an affiliate or in connection with a merger or sale of substantially all of its assets.

Limitation of Liability: Except for liability arising from a party's willful misconduct, gross negligence or breach of confidentiality, in no event shall either party be liable for consequential, special, punitive, or incidental damages, and each party's aggregate liability for claims arising out of this Agreement shall not exceed the total fees paid by Client to Service Provider under this Agreement in the 12 months preceding the event giving rise to the claim.

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