Business UBO Document

BUSINESS UBO DISCLOSURE AND SERVICES AGREEMENT

THIS AGREEMENT is made effective as of (the "Effective Date"), by and between:

Client Name: , a business organized as:

Corporation LLC Partnership Other

Service Provider: (the "Provider").

WHEREAS

WHEREAS, Client possesses records and information concerning the ultimate beneficial owner(s) of Client and requires Provider to assist with collection, verification, and preparation of UBO disclosures in compliance with applicable know-your-customer and beneficial ownership obligations; and

WHEREAS, Provider is engaged in the business of providing corporate compliance and due diligence services and agrees to perform the services set forth herein in exchange for payment under the terms of this Agreement; and

WHEREAS, Client will provide to Provider certain confidential information, including beneficiary and control information, and both parties desire to set forth the terms governing such disclosures and the services to be performed.

BUSINESS INFORMATION

UBO DETAILS

Provide details for each Ultimate Beneficial Owner. If more space is required, attach an addendum signed by Client.

UBO 1

UBO 2 (if applicable)

UBO 3 (if applicable)

SCOPE OF WORK

Provider will perform the following services (the "Services"): collection and verification of the Client's UBO information; preparation of any required internal disclosure reports; providing guidance on documentary evidence required to substantiate identity and ownership; and preparing a written UBO certification for Client's records. Provider will not act as legal counsel unless separately engaged.

PAYMENT TERMS

Payments not received within days of the due date shall incur interest at on the outstanding balance, compounded monthly.

TERM AND TERMINATION

Term Commencement Date: . Term End Date: .

Either party may terminate this Agreement for material breach by the other party which is not cured within days after written notice. Client may terminate without cause upon providing days' prior written notice, subject to payment for Services performed and expenses incurred through the effective date of termination.

CONFIDENTIALITY

Each party shall treat all non-public information, including UBO personal data, financial information, and documentary evidence, as Confidential Information. Provider shall use Confidential Information solely to perform the Services and shall not disclose such information except to employees or subcontractors on a need-to-know basis who are bound by confidentiality obligations no less restrictive than those herein. Provider shall implement reasonable administrative, technical, and physical safeguards to protect Confidential Information against unauthorized access or disclosure. This confidentiality obligation shall survive termination for a period of five (5) years, or longer where required by applicable law with respect to personal data.

COMPLIANCE AND REPRESENTATIONS

Client represents and warrants that it has the authority to disclose the UBO information provided herein and that such information is true, complete, and accurate to the best of Client's knowledge. Client agrees to promptly notify Provider of any material change to the UBO information. Provider will rely on documents and representations provided by Client and is not responsible for independent verification except as expressly agreed in the Scope of Work.

Client certifies that the UBO information supplied in this Document is complete and accurate and that Client will notify Provider of any material changes promptly.

LIMITATION OF LIABILITY

Except for willful misconduct or gross negligence, Provider's liability under this Agreement for any claim arising out of the Services shall not exceed the total fees paid by Client to Provider under this Agreement. In no event shall Provider be liable for consequential, incidental, or punitive damages.

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 submit to the exclusive jurisdiction of the courts of that state for disputes arising under this Agreement.

ENTIRE AGREEMENT

This Agreement, including all exhibits and appended UBO disclosures, constitutes the entire agreement between the parties regarding the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, understandings, and communications, whether oral or written. Any amendment must be in writing and signed by both parties.

MISCELLANEOUS

If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. Neither party may assign this Agreement without the prior written consent of the other, except to an affiliate or successor by merger or sale of substantially all assets.

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