Business Signature App

Business Signature App

Parties

This General Business Agreement (the "Agreement") is entered into as of Effective Date: by and between Client Name: and Service Provider Name: .

The parties collectively referred to as the "Parties" agree to the following recitals and terms.

WHEREAS

WHEREAS, Client requires certain business services and has engaged Service Provider for the performance of such services under the terms set forth herein; and

WHEREAS, Service Provider has the requisite experience, personnel, and capacity to perform the services described in this Agreement and agrees to provide such services subject to the terms, conditions, and payment obligations stated below.

WHEREAS, the Parties intend that this Agreement set forth their entire understanding with respect to the subject matter hereof.

Scope of Work

Service Provider shall perform the services described below in a professional and workmanlike manner, consistent with industry standards. The Parties acknowledge that timelines, deliverables, and milestones are subject to the terms provided herein.

Payment Terms

Client shall pay Service Provider the fees and expenses set forth below in consideration for the services. All monetary amounts are in U.S. dollars unless otherwise agreed in writing.

All undisputed amounts not paid within the agreed payment period shall accrue interest at the rate stated above and Client shall also be responsible for reasonable collection costs, including attorneys' fees, for amounts not timely paid.

Term and Termination

This Agreement shall commence on Start Date: and expire on End Date: unless earlier terminated in accordance with this Section.

Either Party may terminate this Agreement for cause upon material breach by the other Party if such breach is not cured within thirty (30) days after written notice specifying the nature of the breach. Termination for convenience shall be effective upon the expiration of the notice period set forth above. Upon termination, Client shall pay Service Provider for all services performed and expenses incurred through the effective date of termination, including any reasonable wind-down costs.

Confidentiality

Each Party (the "Receiving Party") acknowledges that it may receive Confidential Information from the other Party (the "Disclosing Party"). Confidential Information includes non-public business, technical, financial, or other information identified as confidential or that reasonably should be understood to be confidential given the nature of the information and circumstances of disclosure. The Receiving Party shall: (a) hold Confidential Information in strict confidence using 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 any third party except as necessary to perform the Agreement and subject to confidentiality obligations no less protective than those herein. Confidentiality obligations shall survive termination for a period of three (3) years, except that trade secrets shall be protected for so long as they remain trade secrets under applicable law.

Representations and Warranties; Indemnification

Each Party represents and warrants that it has full power and authority to enter into and perform its obligations under this Agreement. Service Provider warrants that services will be performed in a professional manner in accordance with industry standards. Each Party agrees to indemnify and hold harmless the other Party from third-party claims arising from its gross negligence, willful misconduct, or material breach of this Agreement, subject to applicable limitations of liability and any insurance obligations set forth in writing between the Parties.

Governing Law and Dispute Resolution

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 shall first attempt to resolve disputes through good faith negotiation. If unresolved, the Parties agree that disputes shall be resolved by binding arbitration conducted in the county where the governing state’s principal courts are located, unless otherwise mutually agreed in writing.

Entire Agreement; Amendments

This Agreement, including any exhibits or attachments executed by the Parties, constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, negotiations, and communications. Any amendment or modification to this Agreement must be in writing and signed by authorized representatives of both Parties.

Miscellaneous Provisions

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions will remain in full force and effect. Neither Party may assign this Agreement without the prior written consent of the other, except that either Party may assign to an affiliate or successor by merger or asset transfer. Notices under this Agreement must be in writing and delivered to the addresses set forth above.

Authorizations and Certifications

Each signatory below represents and warrants that he or she is duly authorized to execute and deliver this Agreement on behalf of the Party for whom he or she signs, and that such Party will be bound thereby.

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