Business Services Nitrogen Template

BUSINESS SERVICES NITROGEN TEMPLATE

This Business Services Agreement for Nitrogen Services (the Agreement) is entered into as of (Effective Date), by and between (Client) and (Service Provider).

WHEREAS

WHEREAS, Service Provider has specialized experience, equipment, and personnel to provide nitrogen supply, generation, handling and related services for industrial and commercial use; and

WHEREAS, Client desires to retain Service Provider to perform nitrogen services as set forth in this Agreement and Service Provider is willing to provide such services on the terms and conditions contained herein.

1. SCOPE OF WORK

Service Provider shall furnish labor, materials, equipment, permits and supervision necessary to perform the work described below in a professional and workmanlike manner in accordance with industry standards.

Onsite nitrogen generation and system installation
Cylinder/tank supply and delivery
Transfer and delivery of liquid or gaseous nitrogen
Ongoing maintenance, calibration and safety inspections

2. PAYMENT TERMS

Client shall pay Service Provider the fees set forth below in consideration for performance of the Scope of Work. All amounts are stated in U.S. dollars unless otherwise specified.

Invoices shall be due within days of invoice receipt. Overdue amounts shall accrue interest at a rate of per month (or the maximum permitted by law), plus any reasonable collection costs.

3. TERM AND TERMINATION

This Agreement shall commence on and shall continue until unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement for convenience upon delivery of written notice at least days prior to the effective termination date. Either party may terminate immediately for material breach that remains uncured for a period of thirty (30) days after written notice of such breach; if the breach is imminent to safety, termination may be immediate.

4. CONFIDENTIALITY

For purposes of this Agreement, Confidential Information means non-public information disclosed by a party that is designated as confidential or that, by its nature, should reasonably be considered confidential, including but not limited to technical data, specifications, pricing, trade secrets, and customer lists.

Each party shall (a) use Confidential Information solely for the performance and administration of this Agreement; (b) protect Confidential Information with at least the same degree of care used to protect its own confidential materials but not less than reasonable care; and (c) not disclose Confidential Information to any third party except to employees, agents or subcontractors who have a need to know and who are bound by confidentiality obligations at least as protective as those herein. Confidential Information shall not include information that is (i) or becomes generally known through no breach of this Agreement; (ii) rightfully received from a third party without restriction; (iii) independently developed without use of the other party's Confidential Information; or (iv) required to be disclosed by law, provided the disclosing party gives prompt notice and reasonable assistance in seeking protective measures.

5. INSURANCE AND INDEMNIFICATION

Service Provider shall maintain insurance customary for the services provided, including commercial general liability, automobile liability, and workers' compensation as required by law. Evidence of insurance and additional insured status shall be provided upon request.

6. LIMITATION OF LIABILITY

Except for liability resulting from gross negligence, willful misconduct, or breach of confidentiality, neither party shall be liable to the other for consequential, incidental, special or punitive damages. The aggregate liability of each party for claims arising out of or related to this Agreement shall not exceed or the total fees paid under this Agreement during the twelve (12) months preceding the event, whichever is greater.

7. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to conflict of law principles. Any dispute arising under this Agreement shall be resolved in the state or federal courts located in the same State unless the parties agree otherwise in writing.

8. ENTIRE AGREEMENT

This Agreement, together with any exhibits, attachments, and written change orders signed by both parties, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, representations or understandings, whether written or oral. No amendment or modification of this Agreement shall be effective unless in writing and signed by authorized representatives of both parties.

9. MISCELLANEOUS

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. Neither party may assign this Agreement without the prior written consent of the other, except that Service Provider may assign to an affiliate or in connection with a sale of substantially all of its assets. Notices shall be in writing and delivered to the addresses set forth below or as updated in writing.

Sign Now