Client Application to Sign

CLIENT APPLICATION TO SIGN

This Client Application to Sign (the Agreement) is entered into as of by and between Client Name: and Service Provider Name: .

WHEREAS

WHEREAS, Client seeks authorization to execute specified documents and instruments on behalf of Client or in furtherance of the business relationship described herein, and Service Provider is willing to grant such limited signing authority subject to the terms and conditions of this Agreement.

WHEREAS, the parties intend to set forth the scope, limits, compensation, confidentiality obligations and procedural requirements that will govern any signing activity performed by or on behalf of Client pursuant to this Application to Sign.

NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows.

1. SCOPE OF WORK

Service Provider shall perform signing services and related administrative tasks as requested by Client and accepted in writing by Service Provider. Such services may include preparation of documents, execution of documents on behalf of Client where expressly authorized, and delivery and recordkeeping of executed instruments.

2. PAYMENT TERMS

Client shall pay Service Provider for the services described in Section 1 in accordance with the schedule and rates set forth below. All fees are due in U.S. dollars unless otherwise agreed in writing.

Any undisputed amount not received within days of the due date shall accrue a late fee of and interest thereafter at the lesser of 1.5% per month or the maximum rate permitted by law. Client shall also reimburse Service Provider for reasonable collection costs, including attorneys' fees.

3. TERM AND TERMINATION

This Agreement commences on Start Date: and will continue until End Date: unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement for convenience upon days' prior written notice. Either party may terminate immediately for material breach which remains uncured for a period of 10 days following written notice specifying the breach. Termination shall not relieve Client of its obligation to pay fees accrued through the effective date of termination.

4. CONFIDENTIALITY

Each party shall maintain in strict confidence all nonpublic information disclosed by the other party that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure (Confidential Information). Confidential Information excludes information that (a) is or becomes generally available to the public through no fault of the receiving party; (b) was known to the receiving party prior to disclosure; (c) is rightfully received from a third party without restriction; or (d) is independently developed without use of the disclosing party's Confidential Information.

The receiving party shall use Confidential Information solely for the purposes of performing this Agreement, shall not disclose Confidential Information to any third party except as necessary for performance subject to confidentiality obligations no less protective than those herein, and shall implement reasonable administrative, physical and technical safeguards to protect Confidential Information.

5. REPRESENTATIONS, WARRANTIES AND INDEMNITY

Each party represents and warrants that it has full power and authority to enter into this Agreement and to perform its obligations. Client represents that any authorization given to Service Provider to sign documents is lawful and that Client will provide clear, written authorization for each category of documents to be signed. Service Provider warrants that it will perform signing services in a professional manner consistent with industry standards.

Client shall indemnify and hold harmless Service Provider and its officers, directors and agents from and against any losses, damages, liabilities or expenses (including reasonable attorneys' fees) arising from Client's breach of representations, Client's fraudulent instructions, or Client's failure to obtain necessary authorizations or consents.

6. 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. The parties consent to the exclusive jurisdiction and venue of the state and federal courts located in that state for resolution of disputes arising under this Agreement.

7. ENTIRE AGREEMENT

This Agreement, together with any written attachments or schedules signed by both parties, constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior and contemporaneous oral and written agreements, proposals and communications. Any amendment must be in writing and signed by duly authorized representatives of both parties.

8. NOTICES AND CONTACT INFORMATION

9. ACKNOWLEDGMENT

By signing below, the undersigned represent and warrant that they are duly authorized to execute this Agreement on behalf of the party for which they sign, that they have read and understand the terms and conditions contained herein, and that they accept the obligations set forth.

Sign Now