Business Services NPMA Form

Business Services NPMA Form

This Business Services Agreement (the Agreement) is made effective as of by and between:

Client Name:

Service Provider Name:

RECITALS

WHEREAS, Client desires to engage Service Provider to perform business services related to property maintenance, inspection, and associated operational services in accordance with industry practices and NPMA guidelines; and

WHEREAS, Service Provider represents that it possesses the expertise, personnel, and necessary licenses and insurance to perform the services described herein; and

WHEREAS, the parties wish to set forth the terms and conditions under which such services will be provided.

SCOPE OF WORK

Service frequency and deliverables (check all that apply):

Scheduled maintenance visits    Inspections and written reports    Emergency response services

PAYMENT TERMS

Contract Price (total or recurring): $

Invoices not paid within days shall incur a late fee of on the outstanding balance. Client agrees to reimburse Service Provider for reasonable collection costs and attorneys' fees for delinquent amounts.

TERM AND TERMINATION

Term Commencement Date:    Term Expiration Date:

Either party may terminate this Agreement for convenience upon written notice delivered at least days prior to the intended termination date. Either party may terminate for cause if the other party materially breaches any term of this Agreement and fails to cure such breach within days after receipt of written notice specifying the breach.

CONFIDENTIALITY

Each party acknowledges that in the course of performing this Agreement it may receive Confidential Information of the other party. Confidential Information means non-public business, technical, financial, and operational information disclosed in any form. The recipient shall (a) use Confidential Information only for the purposes of performing 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 no less restrictive than those herein. Confidentiality obligations do not apply to information that is or becomes generally available to the public through no fault of the recipient, is independently developed by the recipient, or is required to be disclosed by law or regulation provided that the disclosing party is given prompt notice and, where permissible, an opportunity to seek protective measures.

INSURANCE AND INDEMNIFICATION

Service Provider shall maintain insurance coverage typical for the services provided, including commercial general liability and workers' compensation where applicable. Service Provider agrees to indemnify, defend and hold harmless Client and its officers, directors, and employees from and against any third-party claims, liabilities, losses, damages, and expenses (including reasonable attorneys' fees) arising out of Service Provider's negligent acts, omissions or willful misconduct in the performance of services under this Agreement, except to the extent caused by Client's negligence or willful misconduct.

NOTICES

GOVERNING LAW; DISPUTE RESOLUTION

This Agreement shall be governed by and construed in accordance with the laws of the state of without regard to conflict of law principles. The parties shall first attempt in good faith to resolve disputes through negotiation. If unresolved, disputes shall be resolved by binding arbitration conducted in the county specified by the governing law state unless otherwise mutually agreed in writing.

ENTIRE AGREEMENT

This Agreement, including any exhibits or schedules attached hereto, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior and contemporaneous agreements, proposals, representations and understandings, whether written or oral. No amendment, modification or waiver of any provision of this Agreement shall be effective unless in writing and signed by an authorized representative of each party.

MISCELLANEOUS

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. The parties are independent contractors and nothing in this Agreement shall be construed to create a partnership, joint venture, or employment relationship between the parties.

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