Business Whiteboard Template

Business Whiteboard Template

This Business Whiteboard Template is a binding General Business Agreement entered into by the following parties on the Effective Date set forth below. Client Name: Service Provider Name: Effective Date:

RECITALS

WHEREAS, Client engages Service Provider to develop, organize and manage a strategic whiteboard of business objectives, deliverables, tasks and tracking tools to guide Client's operational initiatives; and

WHEREAS, Service Provider represents that it has the expertise, resources and personnel necessary to perform the services described herein in a professional manner; and

WHEREAS, the parties desire to set forth the terms and conditions under which the whiteboard strategy, scope, and related services will be provided.

SCOPE OF WORK

WHITEBOARD OBJECTIVES & TASKS

Objective 1:

Key Result(s):

PAYMENT TERMS

Payment Terms: Invoices are due within days of receipt. Late payments shall incur interest at on the outstanding balance, compounded monthly, together with any collection costs and legal fees reasonably incurred by the non-defaulting party.

TERM AND TERMINATION

Term Commencement Date: . Term End Date: .

Either party may terminate this Agreement for convenience upon days' prior written notice. Either party may terminate immediately for material breach that remains uncured for days after written notice specifying the breach. Upon termination, Client shall pay Service Provider for all services performed and expenses reasonably incurred through the effective date of termination.

CONFIDENTIALITY

Each party shall treat as confidential all nonpublic business, technical and financial information disclosed by the other party that is designated as confidential or that, by its nature, should reasonably be considered confidential ("Confidential Information"). Confidential Information shall not include information that is publicly known through no fault of the receiving party, independently developed by the receiving party without reference to the disclosing party's Confidential Information, or required to be disclosed by law or court order (subject to prior notice to the disclosing party).

The receiving party agrees to use Confidential Information solely for the purposes of performing obligations under this Agreement and to restrict disclosure to employees, contractors or advisors having a need to know and who are bound by confidentiality obligations no less protective than those herein. The confidentiality obligations shall survive termination for a period of .

INTELLECTUAL PROPERTY

Unless otherwise agreed in writing, Service Provider retains ownership of any pre-existing tools, templates and methodologies used to perform the services. To the extent Service Provider creates deliverables specifically for Client under this Agreement (the "Work Product"), Service Provider assigns to Client all right, title and interest in such Work Product upon full payment. Service Provider may retain and reuse general know-how and lessons learned that are not part of the Work Product.

LIMITATION OF LIABILITY

Except for liability arising from willful misconduct or breach of confidentiality, each party's aggregate liability for claims arising out of or relating to this Agreement shall not exceed the total fees paid by Client to Service Provider under this Agreement during the twelve (12) months preceding the claim.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to conflicts of law principles. The parties submit to the exclusive jurisdiction of the state and federal courts located in that State for any dispute arising under this Agreement.

ENTIRE AGREEMENT

This Agreement, including all exhibits and schedules expressly referenced herein, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior and contemporaneous agreements, proposals, representations and understandings, whether written or oral. Any amendment or modification must be in writing and signed by both parties.

MISCELLANEOUS PROVISIONS

Notices shall be in writing and delivered to the addresses set forth below. If any provision of this Agreement is held 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 that either party may assign to an affiliate or in connection with a merger or sale of substantially all assets.

RESOURCES & ASSUMPTIONS

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