Business Vendor Information Sheet

Business Vendor Information Sheet and Services Agreement

Company Name:     Vendor Name:

WHEREAS

WHEREAS, Company requires certain goods and/or services from Vendor and Vendor represents that it is duly qualified, licensed and able to provide such goods and/or services in a professional manner; and

WHEREAS, the parties wish to record basic vendor contact, payment and compliance information and set forth the primary commercial and legal terms under which Vendor will provide goods or services to Company.

VENDOR IDENTIFICATION

Corporation    LLC    Partnership    Sole Proprietor/Individual    Other:

BANKING / PAYMENT INSTRUCTIONS

Check    ACH / Direct Deposit    Wire Transfer    Other:

Checking    Savings

INSURANCE / COMPLIANCE

Certificate of insurance provided: Yes    No

Vendor warrants that it will maintain all licenses, permits and insurance required by law and by Company policy while providing goods or services, and will furnish certificates or proof of coverage upon request.

SCOPE OF WORK

Description of goods and/or services to be provided (attach additional pages if necessary):

PAYMENT TERMS

Fee Structure:

Invoicing Frequency:    Payment Due: Net days from invoice date

Late Payment Fee: (applies to overdue balances)

Taxes: Vendor is responsible for all taxes arising from payments made under this Agreement unless otherwise agreed in writing.

TERM AND TERMINATION

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

Either party may terminate this Agreement for convenience by providing written notice to the other party at least days prior to the effective termination date. Termination for cause may be immediate where a party materially breaches obligations and fails to cure within a commercially reasonable period.

CONFIDENTIALITY

Each party agrees that all non-public information disclosed by one party to the other in connection with this Agreement, whether oral, written or electronic, that is designated confidential or that reasonably should be understood to be confidential given the nature of the information ("Confidential Information"), shall be held in confidence and used only for performance under this Agreement. Confidential Information does not include information that is or becomes publicly available through no fault of the receiving party; is rightfully received from a third party without restriction; or is independently developed without use of the disclosing party's Confidential Information. The obligations in this section survive termination for a period of three (3) years.

INDEMNIFICATION

Vendor shall indemnify, defend and hold harmless Company and its officers, directors and employees from and against any claims, liabilities, losses, damages and expenses (including reasonable attorneys' fees) arising out of Vendor's negligence, willful misconduct, breach of this Agreement, or infringement of any third-party intellectual property rights in connection with goods or services provided.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to its conflicts of law principles.

ENTIRE AGREEMENT

This document, together with any attached schedules or purchase orders expressly incorporated in writing, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous negotiations, representations and agreements, whether written or oral. Any amendment must be in writing and signed by authorized representatives of both parties.

VENDOR CERTIFICATIONS

By signing below, Vendor certifies that the information provided on this sheet is true, accurate and complete to the best of Vendor's knowledge; that Vendor is authorized to enter into this Agreement; and that Vendor will comply with all applicable laws and Company policies related to the performance of services and receipt of payments.

Vendor authorizes Company to remit payments in accordance with the banking information provided above unless Vendor notifies Company in writing of a change and provides supporting verification. Vendor acknowledges that Company may require a voided check or other bank verification prior to initiating ACH payments.

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