Business Scale Renewal

BUSINESS SCALE RENEWAL AGREEMENT

Parties

This Business Scale Renewal Agreement (the Agreement) is entered into as of by and between:

Recitals

WHEREAS, the Renewing Business and the Service Provider previously entered into a Business Scale Agreement dated (the Original Agreement); and

WHEREAS, the parties wish to renew and extend the scope of the Original Agreement under the terms set forth in this Agreement to continue the business scaling services and related deliverables; and

WHEREAS, the parties agree that the terms of this Renewal will govern from the Effective Date described above and shall supersede conflicting terms of the Original Agreement only to the extent expressly provided herein.

Scope of Work

The Service Provider shall perform the following services to scale the Renewing Business. Deliverables, milestones, and acceptance criteria are to be set forth below:

Payment Terms

In consideration for the services, the Renewing Business shall pay the Service Provider in accordance with the schedule and amounts set forth below. All payments are payable in lawful money of the United States unless otherwise agreed in writing.

All invoices are due within days of invoice date. The Renewing Business shall be responsible for any collection costs, reasonable attorneys' fees, and interest permitted by law for overdue amounts.

Term and Termination

The renewed term shall commence on and shall continue until unless earlier terminated in accordance with this Agreement.

Either party may terminate this Agreement for material breach by the other party if the breaching party fails to cure the breach within days after receipt of written notice specifying the breach. Additionally, either party may terminate without cause upon days' prior written notice to the other party.

Renewal Options

Renewal Term Length:

Automatic Renewal: Check to authorize automatic renewal for successive terms of the length stated above unless terminated as provided in this Agreement.

Confidentiality

Each party acknowledges that during the course of performance it may receive Confidential Information of the other party. "Confidential Information" means non-public information disclosed in any form that is designated as confidential or that reasonably should be understood to be confidential given its nature.

The recipient shall (a) hold Confidential Information in strict confidence using at least the same degree of care it uses to protect its own confidential information but no less than reasonable care; (b) not use Confidential Information for any purpose other than performance under this Agreement; and (c) not disclose Confidential Information to third parties 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 herein. Confidential Information does not include information that is or becomes publicly available through no fault of the recipient, is rightfully received from a third party without restriction, or is independently developed without use of the disclosing party's Confidential Information.

Representations and Warranties

Each party represents and warrants that it has the full right, power, and authority to enter into and perform this Agreement. The Service Provider further represents that the services will be performed in a professional and workmanlike manner in accordance with industry standards.

Limitation of Liability

Except for liability arising from a party's gross negligence or willful misconduct, in no event shall either party be liable for consequential, incidental, special, or punitive damages, and each party's aggregate liability under this Agreement shall be limited to direct damages not to exceed the total fees paid or payable under this Renewal during the twelve (12) months preceding the claim.

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. Exclusive venue for any action shall lie in the state or federal courts located within that state, unless the parties agree otherwise in writing.

Entire Agreement

This Agreement, together with the Original Agreement to the extent expressly renewed herein and any written exhibits or statements of work referenced herein, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether oral or written. No modification of this Agreement shall be effective unless in writing and signed by authorized representatives of both parties.

Notices

All notices required or permitted under this Agreement shall be in writing and delivered to the addresses set forth above (or such other address as a party designates by notice). Notices are effective upon receipt.

Miscellaneous

If any provision of this Agreement is held invalid or unenforceable by a court of competent jurisdiction, the remaining provisions shall remain in full force and effect. The parties are independent contractors and nothing in this Agreement creates an agency, partnership, joint venture, or employment relationship. Neither party may assign this Agreement without the prior written consent of the other, except to an acquirer of substantially all of its business assets.

Sign Now