Business Support Analysis

BUSINESS SUPPORT ANALYSIS

This Business Support Analysis Agreement (the Agreement) is entered into by and between Client Name: with principal address at , and Service Provider Name: with principal address at .

RECITALS

WHEREAS, Client requires a structured review and formal analysis of internal operations, support workflows, and recommendations for resource allocation and continuity planning (the Services);

WHEREAS, Service Provider represents that it has the skill, experience and resources necessary to perform a Business Support Analysis and to deliver written findings and recommendations in accordance with the terms of this Agreement; and

WHEREAS, the parties desire to set forth their respective rights and obligations with respect to the Services to be provided by Service Provider to Client.

SCOPE OF WORK

Service Provider shall perform a Business Support Analysis that includes, at minimum, the following activities, deliverables and methodology. The parties acknowledge that additional tasks may be added by written amendment.

PAYMENT TERMS

Client shall pay Service Provider for the Services as follows. All amounts are payable in lawful currency and are exclusive of any taxes for which Client is responsible.

Any undisputed amount not paid within days after the due date shall incur a late fee equal to per month on the outstanding balance, or the maximum permitted by applicable law, whichever is less.

TERM AND TERMINATION

This Agreement commences on Start Date: and continues through End Date: unless earlier terminated in accordance with this section.

Either party may terminate this Agreement for convenience upon written notice to the other party delivered at least days prior to the termination date. Termination for material breach may be immediate if the breaching party fails to cure within 15 days after written notice of breach.

CONFIDENTIALITY

"Confidential Information" means non-public business, technical and financial information disclosed by one party to the other that is marked confidential or would reasonably be understood to be confidential given the nature of the information and the circumstances of disclosure. Service Provider shall: (a) hold all Confidential Information in strict confidence; (b) not disclose Confidential Information to any third party except to its employees and contractors who require access to perform the Services and who are bound by confidentiality obligations at least as protective as those herein; and (c) use Confidential Information solely for the performance of the Services. Confidential Information does not include information that is or becomes publicly available other than through a breach of this Agreement, is rightfully received from a third party without restriction, or is independently developed without use of the other party’s Confidential Information.

Upon termination or expiration of this Agreement, the receiving party shall promptly return or destroy all Confidential Information and certify in writing that such return or destruction has occurred, except that Service Provider may retain one copy of Confidential Information solely for archival and compliance purposes.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the jurisdiction of Governing Law: without regard to its conflict of law principles. The parties submit to the exclusive jurisdiction of the courts located within that jurisdiction for any action arising out of or relating to this Agreement.

ENTIRE AGREEMENT

This Agreement, including all schedules and attachments incorporated herein by reference, constitutes the entire agreement between the parties relating to its subject matter and supersedes all prior and contemporaneous agreements, proposals, communications and understandings, whether written or oral. Any modification to this Agreement must be in writing and signed by authorized representatives of both parties.

ADDITIONAL PROVISIONS

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