Business Services Rubi

BUSINESS SERVICES RUBI

This Business Services Agreement (the Agreement) is entered into as of Effective Date: by and between Service Provider Name: with primary business address:

and Client Name: with primary business address:

WHEREAS

WHEREAS, Service Provider is engaged in the business of providing professional business services, including but not limited to consulting, project management, and implementation assistance; and

WHEREAS, Client desires to engage Service Provider to perform certain services under the terms set forth in this Agreement, and Service Provider agrees to perform such services for the compensation and on the terms set forth herein; and

WHEREAS, the parties intend that the services to be performed and the obligations of the parties be reduced to writing as set forth below.

SCOPE OF WORK

The Service Provider shall perform the services described above in a professional and workmanlike manner in accordance with industry standards. Deliverables, milestones, and acceptance criteria (if any) shall be set forth in writing and appended to this Agreement or documented in project schedules mutually agreed by the parties.

PAYMENT TERMS

Payment shall be due within days of receipt of an undisputed invoice, unless otherwise agreed in writing. All fees are exclusive of applicable taxes, which Client shall pay where required by law.

TERM AND TERMINATION

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

Either party may terminate this Agreement for convenience upon written notice delivered at least days prior to the effective date of termination. Either party may terminate immediately for cause if the other party materially breaches this Agreement and fails to cure such breach within thirty (30) days after receipt of written notice describing the breach.

Upon termination for any reason, Client shall pay Service Provider for all services performed and expenses incurred through the effective date of termination, subject to any agreed-upon offsets for incomplete or nonconforming deliverables.

CONFIDENTIALITY

For purposes of this Agreement, Confidential Information means all nonpublic information disclosed by a disclosing party to the receiving party that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.

The 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 its obligations under this Agreement; and (c) not disclose Confidential Information to third parties except to its employees, agents, or contractors who have a need to know and are bound by confidentiality obligations at least as protective as those set forth herein.

Confidential Information does not include information that (i) is or becomes generally known to the public other than by breach of this Agreement, (ii) is rightfully received by the receiving party from a third party without restriction, (iii) is independently developed without use of Confidential Information, or (iv) is required to be disclosed by law or court order (provided the receiving party gives prompt notice to the disclosing party to seek protective relief).

The confidentiality obligations in this section shall survive termination or expiration of this Agreement for a period of unless otherwise required by applicable law.

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 laws principles. The parties submit to the exclusive jurisdiction of the courts located within that State for resolution of disputes arising under this Agreement.

ENTIRE AGREEMENT

This Agreement, together with any schedules or statements of work expressly incorporated herein, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, and communications, whether oral or written. Any amendment or modification of this Agreement must be in writing and signed by authorized representatives of both parties.

MISCELLANEOUS

Neither party may assign this Agreement without the prior written consent of the other, except that either party may assign this Agreement in connection with a merger, acquisition, or sale of substantially all of its assets provided the assignee assumes all obligations hereunder. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

Sign Now