Client Development Plan

CLIENT DEVELOPMENT PLAN

Client Name:    Provider Name:

Effective Date:    Plan Reference:

RECITALS

WHEREAS, Client desires to engage Provider to develop and implement a structured plan to improve Client's market engagement, lead generation, and customer retention (the "Services"), and Provider is willing to perform such Services under the terms set forth in this Plan; and

WHEREAS, the parties intend for this Client Development Plan to define deliverables, performance metrics, payment terms, confidentiality obligations, and the term of engagement to ensure a clear allocation of responsibilities and remedies for non-performance;

NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties agree as follows:

SCOPE OF WORK

PAYMENT TERMS

Invoice Due Within:    Late Fee:

Reimbursable Expenses: Allowed per prior written authorization    Expense Approval Threshold:

TERM AND TERMINATION

Term Commencement Date:    Term End Date:

Either party may terminate this Plan for convenience upon written notice given prior to the intended termination date. Termination for material breach shall be effective if the breaching party fails to cure within after receipt of written notice specifying the breach.

CONFIDENTIALITY

Each party acknowledges that during the performance of this Plan it may receive Confidential Information of the other party. "Confidential Information" shall include business plans, client lists, pricing, trade secrets, technical data, and other non-public information disclosed in any form. Each party agrees to: (a) hold Confidential Information in strict confidence; (b) not use Confidential Information except to perform its obligations under this Plan; and (c) not disclose Confidential Information to any third party except to those employees, contractors, or advisers who have a strict need to know and who are bound by confidentiality obligations no less restrictive than those herein. The obligations of confidentiality do not apply to information that is or becomes publicly available through no fault of the receiving party, is rightfully received from a third party without breach of an obligation of confidentiality, or is independently developed without reference to the other party's Confidential Information.

Return or destruction of Confidential Information shall occur within of written request, except as otherwise required by law, in which case the receiving party shall provide prompt notice and limited disclosure only as necessary.

GOVERNING LAW

This Plan shall be governed by and construed in accordance with the laws of: , without regard to its conflict of laws principles. The parties consent to the exclusive jurisdiction of the state and federal courts located in the chosen jurisdiction for the resolution of disputes arising under this Plan.

ENTIRE AGREEMENT

This Plan, including any exhibits or attachments hereto and any documents incorporated by reference, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior understandings, proposals, negotiations, and commitments, whether written or oral. Any modification or amendment to this Plan must be in writing and signed by authorized representatives of both parties.

ADDITIONAL PROVISIONS

NOTICES AND CONTACTS

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