Business Services Parker Agreement

Business Services Parker Agreement

This Business Services Parker Agreement ("Agreement") is entered into as of Month: Day: Year: by and between Service Provider: and Client Name: .

WHEREAS

WHEREAS, Service Provider is engaged in the business of providing consulting, marketing, operations, and related business services and possesses the skill, experience, and personnel necessary to perform the services described herein; and

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

NOW, THEREFORE, in consideration of the mutual covenants and promises contained in this Agreement, the parties agree as follows:

SCOPE OF WORK

Service Provider shall provide the services described below and any additional services as agreed in writing by the parties. Service Provider shall deliver work in a professional manner consistent with industry standards.

PAYMENT TERMS

Client shall pay Service Provider the fees and reimbursements set forth below in consideration for the Services. Fees are non-refundable except as expressly provided herein.

Service Provider will submit invoices to Client. Payment is due within days of invoice receipt unless otherwise agreed in writing. Late payments shall accrue interest as set forth below.

If any payment is not received by the due date, Client shall pay a late fee of % per month on the outstanding balance, or the maximum permitted by applicable law, whichever is less. In addition, Client shall reimburse Service Provider for reasonable collection costs.

TERM AND TERMINATION

This Agreement shall commence on the Start Date set forth below and shall continue until the End Date, unless earlier terminated in accordance with this Agreement.

Start Date: Month: Day: Year:

End Date: Month: Day: Year:

Either party may terminate this Agreement immediately for material breach by the other party that remains uncured for a period of thirty (30) days after written notice specifying the breach, or immediately upon insolvency or appointment of a receiver for the other party. Upon termination, Client shall pay Service Provider for all work performed and expenses incurred through the effective date of termination.

CONFIDENTIALITY

Each party (the "Receiving Party") shall hold in strict confidence all nonpublic, proprietary, or confidential information disclosed by the other party (the "Disclosing Party") that is marked or identified as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure ("Confidential Information"). The Receiving Party shall not disclose Confidential Information to any third party and shall use Confidential Information solely for the purposes of performing this Agreement.

Confidential Information does not include information that: (a) is or becomes generally available to the public other than through a breach of this Agreement; (b) was known to the Receiving Party prior to disclosure by the Disclosing Party without obligation of confidentiality; (c) becomes available to the Receiving Party on a non-confidential basis from a third party having the right to disclose it; or (d) is independently developed by the Receiving Party without use of or reference to the Disclosing Party's Confidential Information. If the Receiving Party is required by law or a valid order of a governmental body to disclose Confidential Information, the Receiving Party shall provide prompt written notice to the Disclosing Party to allow the Disclosing Party to seek a protective order or other appropriate remedy.

GOVERNING LAW; DISPUTE RESOLUTION

This Agreement shall be governed by and construed in accordance with the laws of the state specified below, without regard to its conflict of laws principles. The parties agree to submit to the exclusive jurisdiction of the federal and state courts located in the selected state for any action arising out of this Agreement.

MISCELLANEOUS PROVISIONS

Entire Agreement: This Agreement, including all exhibits and attachments if any, constitutes the entire agreement of the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous discussions, proposals, and agreements, whether written or oral.

Independent Contractor: Service Provider is an independent contractor and not an employee, agent, or partner of Client. Service Provider shall be solely responsible for all taxes, withholdings, and other statutory obligations with respect to its personnel.

Assignment: Neither party may assign its rights or delegate its duties under this Agreement without the prior written consent of the other party, except that Service Provider may assign this Agreement in connection with a merger, sale of substantially all assets, or corporate reorganization.

Amendment: Any amendment or modification of this Agreement must be in writing and signed by authorized representatives of both parties.

NOTICES

SIGNATURES

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