Business WAPT Template

BUSINESS WAPT TEMPLATE

This Agreement is made effective as of between Client Name: and Service Provider Name: .

WHEREAS

WHEREAS, the Service Provider represents that it possesses expertise, personnel and technical resources necessary to perform Web Application Penetration Testing (WAPT) and related security assessment services for the Client; and

WHEREAS, the Client desires to retain the Service Provider to perform a WAPT engagement for the systems and applications identified in this Agreement, subject to the terms and conditions set forth herein.

NOW, THEREFORE, in consideration of the mutual covenants contained in this Agreement, the parties agree as follows.

SCOPE OF WORK

DELIVERABLES

The Service Provider will provide the following deliverables as part of the engagement (select applicable items and specify quantities where indicated):

Executive Summary report (high-level findings)    Technical Report (vulnerabilities, reproduction steps)    Retest of remediated issues (up to)

PAYMENT TERMS

Total Fee: $

Deposit of due upon execution; remainder due on delivery of final report.
Net days from invoice date.

Unpaid amounts shall accrue late fees at per month, or the maximum permitted by law, whichever is less. Minimum late charge: $

TERM AND TERMINATION

Term Commencement Date: . Term Expiration Date: .

Either party may terminate this Agreement for material breach if the breaching party does not cure such breach within days after written notice. Termination for convenience by either party requires days written notice.

CONFIDENTIALITY

"Confidential Information" means non-public information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information. The receiving party agrees to: (a) hold Confidential Information in strict confidence using at least the same degree of care it uses to protect its own confidential information but no less than a reasonable standard of care; (b) use Confidential Information solely for the performance of this Agreement; and (c) not disclose Confidential Information to any third party except to its employees, contractors or professional advisors who have a need to know and are bound by confidentiality obligations no less restrictive than those contained herein.

Confidentiality obligations shall not apply to information that: (i) is or becomes publicly available through no fault of the receiving party; (ii) was lawfully in the receiving party's possession prior to receipt from the disclosing party; (iii) is rightfully received by the receiving party without obligation of confidentiality from a third party; or (iv) is independently developed by the receiving party without use of the disclosing party's Confidential Information. The obligations in this section shall survive termination of this Agreement for .

LIABILITY AND INSURANCE

Except for breach of confidentiality or willful misconduct, the Service Provider's liability for any claim arising under this Agreement shall be limited to direct damages not to exceed the total fees paid by the Client under this Agreement. Neither party shall be liable for consequential, incidental, special or punitive damages. The Service Provider shall maintain commercially reasonable professional liability and cyber liability insurance during the term of this Agreement and shall provide evidence of such insurance upon request.

GOVERNING LAW

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

ENTIRE AGREEMENT

This Agreement, including all appendices and schedules attached hereto, 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. Any amendment or modification of this Agreement must be in writing and executed by authorized representatives of both parties.

NOTICES

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