Business Services FCTBMO Template

Business Services FCTBMO Template

This Business Services Agreement (Agreement) is made and entered into as of Effective Date: by and between Client Name: (Client) and Service Provider Name: (Service Provider). Client and Service Provider are each a Party and together the Parties.

RECITALS

WHEREAS, Service Provider is engaged in the business of providing professional business services, including consulting, project management, and operational support, and represents that it has the qualifications, experience, and ability to provide such services in accordance with this Agreement; and

WHEREAS, Client desires to retain Service Provider to perform certain services as set forth in this Agreement and Service Provider agrees to perform such services under the terms and conditions contained herein; and

WHEREAS, the Parties intend for the written terms of this Agreement to govern their relationship and set forth the scope, compensation, confidentiality, and other obligations of the Parties.

SCOPE OF WORK

PAYMENT TERMS

Compensation: Client shall pay Service Provider the fees set forth below for the Services performed. Total Fee or Rate: (specify currency and whether fixed fee or hourly rate).

Payment Methods (check applicable): Bank transfer Check Credit card

Late Payment: Any undisputed amount not paid within days of the invoice due date shall accrue interest at the rate of (or the maximum lawful rate, if lower). In addition, Client shall be responsible for reasonable collection costs and any applicable taxes.

TERM AND TERMINATION

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

Termination for Convenience: Either Party may terminate this Agreement without cause upon providing written notice to the other Party at least days prior to the effective termination date. Termination for Cause: Either Party may terminate immediately for material breach not cured within 15 days after written notice.

CONFIDENTIALITY

Definition and Obligation: "Confidential Information" means all non-public information disclosed by a Party in connection with this Agreement. Each Receiving Party shall (a) protect Confidential Information with at least the same degree of care it uses to protect its own confidential information but no less than reasonable care; (b) use Confidential Information solely to perform obligations under this Agreement; and (c) not disclose Confidential Information to any third party except to employees, contractors, or advisors who have a need to know and are bound by confidentiality obligations no less protective than those hereunder.

Exclusions: Confidential Information does not include information that (i) is or becomes generally available to the public through no fault of the Receiving Party, (ii) was rightfully in the Receiving Party’s possession prior to disclosure, (iii) is independently developed without use of the Confidential Information, or (iv) is required to be disclosed by law, provided the Receiving Party gives prompt written notice and cooperates in any lawful effort to limit disclosure.

Duration: The confidentiality obligations of the Parties shall survive termination or expiration of this Agreement for years, except with respect to trade secrets which shall remain subject to protection for as long as they qualify as trade secrets.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to its conflict of law principles. The Parties submit to the exclusive jurisdiction of the state and federal courts located in that State for any dispute arising out of or relating to this Agreement.

ENTIRE AGREEMENT

This Agreement, including all exhibits and attachments expressly incorporated herein, constitutes the entire agreement between the Parties with respect to the subject matter and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral. Any amendment must be in writing and signed by authorized representatives of both Parties.

MISCELLANEOUS

Relationship of Parties: Service Provider is an independent contractor and nothing in this Agreement creates an employment, partnership, joint venture, or agency relationship. Neither Party shall have authority to bind the other except as expressly set forth in this Agreement.

Severability: If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall continue in full force and effect.

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