Business Scout Template

BUSINESS SCOUT TEMPLATE

This Business Scout Agreement (the "Agreement") is entered into as of Effective Date: by and between Client Name: (the "Client"), and Scout Name: (the "Scout").

RECITALS

WHEREAS, the Client seeks qualified business opportunities, potential partners, acquisition targets, or market intelligence in the Client's business sector and geographic territory described as ; and

WHEREAS, the Scout has expertise, industry contacts, and the capability to identify and present such opportunities to the Client in accordance with the terms set forth below; and

NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties agree as follows.

SCOPE OF WORK

The Scout will perform the services described above as an independent contractor. The Scout shall use commercially reasonable efforts to identify, qualify, and present potential opportunities or introductions to the Client in written or electronic form, including contact information and an assessment of strategic fit. The Scout shall not bind the Client to any agreement or incur obligations on the Client's behalf without the Client's prior written approval.

PAYMENT TERMS

The Client will reimburse reasonable, pre-approved out-of-pocket expenses incurred by the Scout in connection with performance. Reimbursable expenses shall be supported by receipts and invoiced monthly. Expense cap (if any):

TERM AND TERMINATION

Term: This Agreement commences on Start Date: and continues until End Date: , unless earlier terminated as provided herein.

Either party may terminate this Agreement for convenience upon written notice to the other party delivered at least days prior to termination. Either party may terminate immediately for material breach by the other party if such breach is not cured within 15 days after written notice.

CONFIDENTIALITY

The parties acknowledge that during the term of this Agreement each may receive Confidential Information of the other. "Confidential Information" means nonpublic information disclosed in any form that is designated as confidential or that, given the nature of the information, reasonably should be understood to be confidential. The recipient shall: (a) use Confidential Information only to perform obligations under this Agreement; (b) restrict disclosure to employees or contractors with a need to know and who are bound by confidentiality obligations no less protective than those herein; and (c) exercise at least the same degree of care to protect Confidential Information as the recipient uses to protect its own confidential information, but in no event less than a reasonable degree of care.

The obligations in this section do not apply to information that: (i) is or becomes publicly available without breach; (ii) was in the recipient's possession without restriction prior to disclosure; (iii) is received from a third party without restriction and without breach; or (iv) is independently developed without use of the discloser's Confidential Information. Upon termination, the recipient shall return or destroy Confidential Information as requested by the discloser.

ADDITIONAL TERMS

Independent Contractor. The Scout is an independent contractor and not an employee, agent, or legal representative of the Client. The Scout shall be solely responsible for all taxes, withholdings, and other statutory obligations arising from performance of the services.

Non-Solicitation. During the term and for twelve (12) months thereafter, neither party shall solicit for employment any employee or independent contractor of the other party with whom the soliciting party had material contact in connection with the performance of this Agreement, provided that general solicitations not targeted at such persons are permitted.

GOVERNING LAW; DISPUTE RESOLUTION

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to its conflicts of law principles. The parties agree to attempt to resolve disputes through good faith negotiation prior to initiating any litigation.

ENTIRE AGREEMENT

This Agreement, including all exhibits and attachments expressly incorporated by reference, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether oral or written. Any amendment or modification must be in writing and signed by authorized representatives of both parties.

CONTACT INFORMATION

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