Business Startup Sheet

Business Startup Sheet and Services Agreement

Client Name:   Client Address:

Service Provider Name:   Provider Address:

Recitals

WHEREAS, Client intends to form and commence operations of a new business enterprise and requires assistance with formation, registrations, banking, initial capitalization and related startup tasks; and

WHEREAS, Service Provider is engaged in providing business formation, compliance, and advisory services and represents that it has the experience and personnel necessary to perform the services described in this Agreement; and

WHEREAS, the parties desire to set forth the scope of services, payment terms, confidentiality obligations and other material terms in a single document to facilitate the timely commencement of the business.

Scope of Work

Service Provider shall perform the services set forth below. Services include formation filings, registered agent setup, EIN application assistance, initial operating agreement or bylaws drafting, bank account setup assistance, and guidance on necessary permits and licenses. Services do not include legal representation in contested matters or tax preparation unless separately agreed in writing.

Business Details

C Corporation    S Corporation    LLC    Partnership    Sole Proprietor

Formation Date: Day:   Month:   Year:

Initial Ownership and Capitalization

Owner 1

Owner 2

Permits, Licenses and Filings

EIN applied for: Yes    No

Payment Terms

Total Fee for Services: $

Late Fee:    Client is responsible for collection costs and reasonable attorney fees for delinquent payments.

Term and Termination

Term Commencement Date:    Term End Date (if applicable):

Either party may terminate this Agreement for material breach if the breaching party fails to cure within the notice period set forth above. On termination, Client remains liable for fees for services rendered and any non-cancellable third-party costs incurred on Client's behalf.

Confidentiality

"Confidential Information" means all non-public information disclosed by either party in connection with the services, including but not limited to business plans, financials, customer lists, technical data and trade secrets. Each party agrees to maintain Confidential Information in strict confidence, to use such information only for the purposes of performing obligations under this Agreement, and not to disclose it to third parties except to employees, contractors or advisors who have a need to know and who are bound by confidentiality obligations at least as protective as those herein.

Confidentiality obligations do not apply to information that (i) is or becomes publicly available through no fault of the receiving party; (ii) was rightfully known to the receiving party prior to disclosure; (iii) is received from a third party free to disclose; or (iv) is independently developed by the receiving party without reference to the Confidential Information. A party may disclose Confidential Information as required by law, provided it gives prompt notice to the other party and limits disclosure to the extent required.

The parties acknowledge that monetary damages may be insufficient remedy for breach of this confidentiality provision and that either party shall be entitled to seek injunctive relief in addition to other remedies.

Confidentiality Acknowledgement: Parties acknowledge and agree to the confidentiality provisions above.

Governing Law; Entire Agreement

Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to conflict of laws principles.

Entire Agreement: This document, together with any exhibits or schedules executed by the parties, constitutes the entire agreement between Client and Service Provider with respect to the subject matter hereof and supersedes all prior or contemporaneous oral or written agreements, proposals, and communications. Any amendment must be in writing and signed by authorized representatives of both parties.

Representations and Authority

Each party represents and warrants that it has full power and authority to enter into this Agreement and to perform its obligations hereunder, and that the individual executing this Agreement on its behalf is duly authorized to do so.

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