Business ServiceLink Document

BUSINESS SERVICELINK DOCUMENT

Parties and Recitals

This Business ServiceLink Document (the Agreement) is entered into by and between Client Name: and Service Provider Name: .

WHEREAS, the Client requires certain business services and introductions to clients, vendors, or partners (collectively, the Services) and desires to engage the Service Provider to provide such Services under the terms set forth herein;

WHEREAS, the Service Provider represents that it has the experience, personnel and resources necessary to perform the Services described in this Agreement and will perform such Services in accordance with the standards of the industry;

NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the Parties agree as follows, effective as of Effective Date: .

Scope of Work

The Service Provider shall perform the services and deliverables described below. The description, acceptance criteria, and any milestone schedule must be set out in the Scope of Work field. All Services shall be performed in a professional and workmanlike manner consistent with generally accepted industry standards.

Payment Terms

In consideration for the Services, the Client shall pay the Service Provider the fees and expenses set forth below in accordance with the payment schedule. Unless expressly stated otherwise, amounts payable under this Agreement are exclusive of taxes.

One-time payment upon acceptance

Recurring monthly payments

Milestone-based payments (specify details below)

All invoices are due according to the invoice terms specified above. Overdue amounts shall accrue interest at the rate specified as the Late Fee above, or if no Late Fee is specified, at 1.5% per month. The Client shall also reimburse reasonable collection costs, including attorneys' fees, for overdue payments.

Term and Termination

This Agreement shall commence on Start Date: and continue until End Date: unless earlier terminated as provided herein.

Either Party may terminate this Agreement for convenience by providing the other Party with the required written notice equal to the Notice Period for Termination. Either Party may terminate immediately for material breach by the other Party if such breach remains uncured for a period of fifteen (15) days following written notice. Termination shall not relieve the Client of its obligation to pay for Services performed and expenses incurred prior to the effective date of termination.

Confidentiality

Each Party acknowledges that it may receive Confidential Information from the other Party. "Confidential Information" means non-public information disclosed in any form 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 in 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 disclose Confidential Information to any third party except as permitted by this Agreement; and (c) use Confidential Information solely to perform its obligations under this Agreement. Confidentiality obligations shall survive termination for a period of three (3) years, except for trade secrets which shall be protected for so long as they remain trade secrets under applicable law.

Representations, Warranties and Liability

Each Party represents that it has the full right, power and authority to enter into this Agreement. The Service Provider warrants that Services will be performed in a professional manner consistent with industry standards. EXCEPT AS SET FORTH IN THIS AGREEMENT, THE SERVICES ARE PROVIDED "AS IS" AND NEITHER PARTY MAKES ANY OTHER WARRANTIES. NEITHER PARTY SHALL BE LIABLE FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES. THE AGGREGATE LIABILITY OF EITHER PARTY FOR ANY CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT SHALL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE TO THE SERVICE 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 Governing State: without regard to conflicts of law principles. The Parties shall attempt in good faith to resolve any dispute arising out of or relating to this Agreement through negotiation. If unresolved, disputes shall be resolved by binding arbitration in a mutually agreed forum unless the Parties agree otherwise in writing.

Entire Agreement and Amendments

This Agreement, including any attachments and the Scope of Work, constitutes the entire understanding between the Parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals and communications, whether written or oral. No amendment or modification of this Agreement will be effective unless in writing and signed by duly authorized representatives of both Parties.

Additional Administrative Information

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