Business Welcome Letter

BUSINESS WELCOME LETTER & SERVICE AGREEMENT

Date:

Parties

Recitals

WHEREAS, Client has engaged Service Provider to perform certain business services described herein, and Service Provider possesses the skill, personnel and resources necessary to provide such services in a professional manner; and

WHEREAS, the Parties desire to set forth the terms and conditions under which Service Provider will perform such services and Client will accept and pay for those services; and

WHEREAS, this Welcome Letter, together with the terms contained herein, constitutes the initial statement of services and procedures and will govern the relationship between the Parties until superseded or amended in writing as provided below.

Scope of Work

Service Provider will provide the services described below and any related deliverables. The Services to be performed are as follows:

Payment Terms

Total Fee:

Payment Schedule / Milestones:

Deposit Amount (if any):

Invoices will be issued in accordance with the Payment Schedule. Unless otherwise stated, amounts are due within days of invoice receipt. Late payments shall incur interest at the lesser of 1.5% per month or the maximum rate permitted by applicable law, computed monthly on the outstanding balance, together with any collection costs.

Taxes: Client is responsible for payment of any sales, use, value-added or similar taxes assessed in connection with the Services, excluding taxes based on Service Provider's net income.

Term and Termination

Term Commencement Date:

Term End Date:

Either Party may terminate this Agreement for convenience upon providing written notice at least days prior to the intended termination date. Either Party may terminate immediately for material breach if such breach remains uncured for a period of fifteen (15) days after receipt of written notice specifying the breach.

Upon termination, Client will pay Service Provider for all Services performed and expenses reasonably incurred through the termination date. Sections that by their nature survive termination shall remain in effect.

Confidentiality

Each Party acknowledges that it may receive Confidential Information of the other Party. "Confidential Information" means non-public business, technical and financial information disclosed in writing or orally and identified as confidential or that should reasonably be understood to be confidential given the nature of the information and the circumstances of disclosure.

Each Party agrees to (a) use Confidential Information solely to perform its obligations under this Agreement, (b) not disclose Confidential Information to third parties except to employees, contractors or advisors who have a need to know and are bound to confidentiality obligations at least as protective as those herein, and (c) take reasonable measures to protect the Confidential Information from unauthorized use or disclosure. Confidentiality obligations do not apply to information that is or becomes publicly available without breach, was known prior to disclosure, was lawfully received from a third party, or is required to be disclosed by law (provided the disclosing Party gives prompt notice to the other Party to the extent permitted).

Limitation of Liability

Except for liability arising from gross negligence, willful misconduct, breach of confidentiality, or infringement of third-party intellectual property rights, neither Party shall be liable for indirect, incidental, special or consequential damages, and each Party's aggregate liability under this Agreement shall not exceed the total fees paid by Client to Service Provider under this Agreement during the preceding twelve (12) months.

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.

Notices

All notices required or permitted under this Agreement shall be in writing and shall be delivered to the contact information below. Notices are effective upon personal delivery, one business day after delivery to a nationally recognized overnight courier, or three business days after deposit in the U.S. mail, postage prepaid.

Amendment; Entire Agreement

This Agreement, including any exhibits and statements of work attached hereto, constitutes the entire agreement between the Parties with respect to the subject matter and supersedes all prior and contemporaneous agreements and understandings, whether written or oral. No amendment, modification or waiver of any provision of this Agreement shall be effective unless in writing and signed by authorized representatives of both Parties.

Acceptance and Welcome

By signing below, Client accepts Service Provider's engagement under the terms set forth in this Welcome Letter & Service Agreement. Service Provider welcomes Client and commits to performing the Services in a professional and timely manner consistent with industry standards.

Sign Now