Business Services Template for Elektro Rieger

Business Services Agreement — Elektro Rieger

This Business Services Agreement ("Agreement") is entered into as of by and between:

Service Provider: Elektro Rieger

Corporation LLC Partnership Sole Proprietorship

and

WHEREAS

Whereas Elektro Rieger provides specialized electrical engineering and related business services, including but not limited to system design, installation oversight, maintenance planning and technical consultancy; and

Whereas Client desires to retain Elektro Rieger to perform the services described in this Agreement, and Elektro Rieger is willing to provide such services on the terms and conditions set forth herein; and

Now, therefore, in consideration of the mutual promises contained in this Agreement, the parties agree as follows:

1. Scope of Work

Elektro Rieger shall provide professional services and deliverables as described below. The services will include performance to industry standards, timely communication of progress, and documented deliverables where applicable.

2. Payment Terms

Client shall pay Elektro Rieger compensation as set forth below. Fees are exclusive of applicable taxes unless otherwise stated. Invoices will be issued in accordance with the payment schedule.

Invoices are due within days of receipt unless otherwise agreed in writing. Accepted methods of payment include bank transfer and check; Client is responsible for all transfer fees.

Late payments shall accrue interest at the rate of on the outstanding balance, compounded monthly, or the maximum permitted by law, whichever is less. Client shall also be responsible for reasonable collection costs and attorneys' fees incurred by Elektro Rieger in collecting past due amounts.

3. Term and Termination

This Agreement commences on the Effective Date and continues until completion of the Services or termination under this Section. Commencement date: . Scheduled completion date: .

Either party may terminate this Agreement for convenience upon days' prior written notice to the other party. Termination for cause is permitted if a material breach remains uncured after days' written notice specifying the breach. Upon termination, Client shall pay for services performed and expenses incurred through the termination date.

4. Confidentiality

Each party (the "Receiving Party") acknowledges that during performance it may receive Confidential Information of the other party (the "Disclosing Party"). Confidential Information includes non-public business information, technical data, designs, specifications, pricing, and other information identified as confidential or that should reasonably be understood to be confidential.

The Receiving Party shall (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, and (c) not disclose Confidential Information to third parties except to employees, contractors or advisors who have a need to know and who are bound by confidentiality obligations no less protective than this section. Confidential Information shall not include information that is public through no fault of the Receiving Party or independently developed without use of the Disclosing Party's Confidential Information.

The obligations in this Section shall survive termination of this Agreement for a period of years.

5. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of , without giving effect to its conflict of laws principles. The parties submit to the exclusive jurisdiction of the courts located in that State for resolution of any disputes arising under this Agreement.

6. Entire Agreement; Amendments

This Agreement, including any exhibits and attachments 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 oral or written. Any amendment or waiver must be in writing and signed by an authorized representative of each party.

7. Additional Provisions

7.1 Liability Limitation: Except for liability arising from gross negligence, willful misconduct, or breach of confidentiality, each party's aggregate liability to the other for any claim arising out of this Agreement shall not exceed the total fees paid to Elektro Rieger under this Agreement.

7.2 Independent Contractor: Elektro Rieger is an independent contractor. Nothing in this Agreement creates an employment, partnership, joint venture, or agency relationship between the parties.

7.3 Notices: All notices required or permitted under this Agreement shall be in writing and delivered to the contact information provided below or as otherwise designated in writing.

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