Business Walk Through

BUSINESS WALK THROUGH

Parties and Identifying Information

Walk-through Date: — Location inspected:

Recitals

WHEREAS, Client operates the business at the inspection location and desires a professional assessment of operational, safety, regulatory, and facility conditions; and

WHEREAS, Consultant is duly qualified and experienced in conducting business walk-throughs, evaluations of premises, equipment, procedures, and compliance-related observations; and

WHEREAS, the parties desire to record the scope, fees, confidentiality obligations, and other terms governing Consultant’s walk-through and any deliverables provided to Client.

Scope of Work

Consultant shall perform a visual and procedural walk-through of Client’s premises to identify items including, but not limited to, safety hazards, code compliance risks, operational inefficiencies, equipment condition, signage and accessibility, security measures, inventory control practices, and staff procedures. Consultant will prepare a written Walk-Through Report summarizing findings, priority recommendations, and suggested corrective actions.

Inspection Checklist

Use the following checklist to indicate items observed during the walk-through. Checked items denote that the consultant evaluated the item and recorded corresponding observations in the Walk-Through Report.

Fire safety equipment and egress
Electrical systems and visible wiring
HVAC and ventilation
Accessibility and ADA compliance
Inventory storage and control
Signage and labeling
General cleanliness and housekeeping
Equipment condition and maintenance
Security and loss prevention measures

Payment Terms

Client shall pay Consultant the fees described below in consideration for the walk-through services and the Walk-Through Report.

Payment Schedule:

Full payment upon delivery of Walk-Through Report
Deposit required:
Milestone payments (describe below):

If Client fails to pay amounts when due, Consultant may suspend delivery of the Report and pursue collection, and Client shall be responsible for reasonable collection costs and attorney’s fees. Payments are non-refundable except as expressly provided in writing.

Term and Termination

This Agreement commences on Effective Date and continues until completion of the walk-through and delivery of the Walk-Through Report, unless earlier terminated under this section.

Effective Date: — Anticipated Completion Date:

Confidentiality

For purposes of this Agreement, Confidential Information means all non-public information disclosed by either party in written, oral, electronic or other form related to the business, operations, plans, customers, pricing, processes, or technical specifications. Consultant shall: (a) hold Confidential Information in strict confidence; (b) use Confidential Information solely to perform the services under this Agreement; and (c) not disclose Confidential Information to third parties except to employees or subcontractors who have a need to know and who are bound by confidentiality obligations no less restrictive than those herein.

Confidential obligations do not apply to information that: (i) is or becomes public through no breach by the recipient; (ii) was rightfully in recipient’s possession prior to disclosure; (iii) is independently developed without use of the disclosing party’s Confidential Information; or (iv) is required to be disclosed by law or court order, provided the recipient gives the disclosing party prompt written notice and cooperates in seeking confidential treatment or a protective order.

Upon termination or expiration of this Agreement, the recipient shall promptly return or destroy Confidential Information and certify in writing that it has done so, except to the extent retention is required by law or internal recordkeeping policies.

Liability; Indemnity

Consultant’s services are advisory only. Client retains responsibility for implementation of recommendations. To the maximum extent permitted by law, Consultant’s total liability under this Agreement shall be limited to the fees paid by Client for the services giving rise to the claim. Client agrees to indemnify and hold Consultant harmless from third-party claims arising from Client’s failure to implement or to properly follow Consultant’s recommendations, except to the extent such claims arise from Consultant’s gross negligence or willful misconduct.

Governing Law; Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to conflict of law rules. The parties shall first attempt to resolve disputes by good faith negotiation. If unresolved, disputes shall be resolved by the courts located in the chosen governing state, and each party consents to personal jurisdiction and venue therein.

Entire Agreement; Amendments

This Agreement and any incorporated exhibits constitute the entire agreement between the parties relating to the subject matter and supersede all prior oral and written agreements. No amendment or waiver shall be effective unless set forth in a written instrument signed by both parties.

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

Acknowledgement

Each party represents and warrants that it has the authority to enter into this Agreement, that its signatory is authorized to bind the party, and that it has read and understands the terms herein.

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