Business Services Google Suites

BUSINESS SERVICES GOOGLE SUITES AGREEMENT

Parties

Recitals

WHEREAS, Client Name: (the "Client") desires to engage the Service Provider to provision, configure, migrate, and manage Google Suites services; and

WHEREAS, Service Provider Name: (the "Provider") represents that it has the skill and experience to provide such services; and

WHEREAS, the parties wish to set forth the terms and conditions upon which the Provider will perform such services effective as of (the "Effective Date").

Scope of Work

The Provider shall perform professional services related to Google Suites for the Client as described below. Services include, but are not limited to: account provisioning, domain and DNS configuration, email migration, security and compliance configuration, administrative training, ongoing account administration, and technical support.

Setup and Configuration
Data Migration
Ongoing Administration
End-User & Admin Training

Payment Terms

Client shall pay Provider for services in accordance with the following pricing and schedule.

One-time upon completion
Monthly retainer
Per-user fee

All fees are exclusive of applicable taxes. Provider shall invoice Client in writing and payment shall be in United States Dollars unless otherwise agreed in writing. Disputed amounts do not excuse timely payment of undisputed amounts.

Term and Termination

This Agreement commences on the Start Date: and continues until the End Date: , unless earlier terminated in accordance with this Agreement.

Either party may terminate for convenience upon written notice to the other party delivered at least days prior to the effective termination date. Either party may terminate immediately for material breach if the breach remains uncured for a period of thirty (30) days following written notice specifying the breach. Upon termination, Client shall pay Provider for all services performed and expenses incurred through 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 reasonably should be understood to be confidential given the nature of the information. Provider and Client each agree to: (a) use Confidential Information solely to perform its obligations under this Agreement; (b) 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; 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 at least as protective as those set forth herein.

Confidentiality obligations shall survive termination for a period of years, except that trade secrets shall remain protected for so long as they qualify as trade secret under applicable law. Confidential Information does not include information that: (i) is or becomes generally known to the public other than by breach of this Agreement; (ii) was rightfully known by the recipient without restriction prior to disclosure; (iii) is rightfully received from a third party without restriction; or (iv) is independently developed without use of the other party's Confidential Information.

Data, Access, and Security

Provider will follow reasonable security practices in connection with provisioning and managing Client's Google Suites environment. Client retains ownership of its data and grants Provider a limited license to access data solely to perform services. Provider will return or destroy Client data upon termination in accordance with Client's reasonable instructions, subject to any retention required by law.

Limitation of Liability

Except for willful misconduct or gross negligence, neither party will be liable for incidental, consequential, special, or punitive damages. Provider's aggregate liability for any claim arising out of or relating to this Agreement shall not exceed the total fees paid by Client to Provider in 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.

Entire Agreement

This Agreement, together with any executed statements of work and appendices expressly incorporated herein, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior and contemporaneous agreements, proposals, and communications, whether written or oral. Any amendment or modification must be 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 to such other address as either party may designate in writing. Notices are effective on the date of receipt.

Miscellaneous

Neither party may assign this Agreement without the prior written consent of the other party, except to a successor in interest in connection with a merger or sale of substantially all assets. The invalidity or unenforceability of any provision shall not affect the remainder of this Agreement, which shall remain in full force and effect.

Sign Now