Business Support Firm Space

BUSINESS SUPPORT FIRM SPACE AGREEMENT

This Business Support Firm Space Agreement ("Agreement") is made and entered into as of by and between Provider Name: , with principal address , and Client Name: , with principal address .

WHEREAS

WHEREAS, Provider operates and manages professional support space, facilities, and related administrative services intended for business support firms and affiliates; and

WHEREAS, Client desires to occupy and receive the services described herein at Provider's premises on the terms and conditions set forth in this Agreement; and

NOW, THEREFORE, in consideration of the mutual covenants contained herein, and for other good and valuable consideration, the sufficiency of which is hereby acknowledged, the parties agree as follows:

1. SCOPE OF WORK

Provider shall permit Client to occupy and use designated workspace and shall provide the services detailed below in accordance with the terms of this Agreement. Services included are intended to support Client's business operations and may include administrative support, reception services, use of conference rooms, mail handling, and access to shared equipment, as further specified.

2. PAYMENT TERMS

Client agrees to pay Provider for the use of space and the services set forth in this Agreement in accordance with the following terms.

All payments not received within days after the due date shall be subject to a late fee.

If Client fails to make timely payments, Provider may suspend access to services and pursue any remedies available at law or equity, including recovery of collection costs and interest to the maximum extent permitted by applicable law.

3. TERM AND TERMINATION

The term of this Agreement shall commence on and shall continue until , unless earlier terminated in accordance with this Agreement.

Either party may terminate this Agreement without cause by providing the other party with advance written notice of not less than days.

Provider may terminate this Agreement immediately for cause upon material breach by Client that remains uncured for a period of ten (10) days after receipt of written notice of such breach. Upon termination, Client shall vacate the premises and return all keys, access cards, and Provider property.

4. CONFIDENTIALITY

For purposes of this Agreement, "Confidential Information" means any non-public information disclosed by one party to the other, whether oral, written, electronic or visual, 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. Confidential Information specifically includes pricing, business plans, client lists, operational procedures, and technical information.

The receiving party shall: (a) hold Confidential Information in strict confidence; (b) use Confidential Information solely for the purposes of performing obligations under this Agreement; and (c) not disclose Confidential Information to any third party except to those employees, contractors, or agents who have a need to know and who are bound by confidentiality obligations no less protective than those set forth herein. The foregoing obligations do not apply to information that: (i) was publicly known at the time of disclosure; (ii) becomes publicly known through no act or omission of the receiving party; (iii) was lawfully received from a third party without restriction; or (iv) is independently developed by the receiving party.

The parties acknowledge that a breach of this confidentiality provision would cause irreparable harm for which monetary damages may be an inadequate remedy, and agree that the disclosing party shall be entitled to seek injunctive relief in addition to any other remedies available at law or in equity.

5. INSURANCE AND INDEMNIFICATION

Client shall maintain at its expense commercial general liability insurance covering its activities at the premises with limits customary for the industry. Client shall indemnify, defend and hold harmless Provider and its officers, directors and agents from and against any and all claims, liabilities, damages, losses and expenses (including reasonable attorneys' fees) arising out of Client's use of the space, except to the extent caused by Provider's gross negligence or willful misconduct.

6. 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. The parties consent to the exclusive jurisdiction of the courts located in that state with respect to any disputes arising out of this Agreement.

7. ENTIRE AGREEMENT

This Agreement, together with 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 and communications, whether written or oral. No amendment to this Agreement shall be effective unless made in writing and signed by authorized representatives of both parties.

8. MISCELLANEOUS

If any term or provision of this Agreement is held invalid or unenforceable, the remainder of this Agreement shall remain in full force and effect. No waiver of any breach shall constitute a waiver of any other breach. The parties are independent contractors and nothing herein shall be construed to create a partnership, joint venture, employment, or agency relationship.

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