Client Intake Documents

CLIENT INTAKE AND SERVICES AGREEMENT

Parties and Effective Date

This Agreement is entered into effective as of between:

Client Name:

Service Provider Name:

Recitals

WHEREAS, the Client seeks to engage the Provider to perform professional services as described in this Agreement, and the Provider has the experience and qualifications to perform such services; and

WHEREAS, the parties wish to establish the terms under which the Provider will accept the engagement, perform the services, and receive payment; and

NOW, THEREFORE, in consideration of the mutual promises and covenants set forth below, the parties agree as follows.

Client Intake Information

Scope of Work

Services to commence on and shall be completed by unless earlier terminated in accordance with this Agreement.

Payment Terms

Compensation: Client shall pay Provider a fee in the amount of $ for the services described above, subject to the schedule below.

Late Payment: Any amounts not paid within days after the invoice due date shall accrue a late fee of % per month, compounded monthly, or the maximum permitted by law, whichever is lower.

Expenses: Client will reimburse Provider for reasonable pre-approved out-of-pocket expenses incurred in performance of the services upon submission of documentation.

Term and Termination

Term: This Agreement shall commence on the Effective Date and continue until the End Date specified above or until terminated in accordance with this section.

Termination for Convenience: Either party may terminate this Agreement for any reason upon providing days' prior written notice to the other party.

Termination for Cause: Either party may terminate immediately upon written notice if the other party materially breaches any obligation under this Agreement and fails to cure the breach within days after receiving written notice specifying the breach.

Confidentiality

Definition: "Confidential Information" means non-public information disclosed by one party to the other, whether oral, written, electronic, or other form, 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.

Obligations: The receiving party shall (i) hold Confidential Information in strict confidence; (ii) use Confidential Information solely for purposes of performing under this Agreement; and (iii) not disclose Confidential Information to any third party except to its employees, contractors, and advisors who have a need to know and who are bound by confidentiality obligations no less restrictive than those herein.

Exclusions: Confidential Information does not include information that is (i) publicly known through no breach of this Agreement; (ii) known by the receiving party prior to disclosure as evidenced by written records; (iii) rightfully received from a third party without restriction; or (iv) independently developed without use of or reference to the disclosing party's Confidential Information.

Compelled Disclosure: If the receiving party is compelled by law to disclose Confidential Information, it shall provide prompt written notice to the disclosing party and cooperate, at the disclosing party's expense, in any lawful effort to limit or avoid disclosure.

Representations and Warranties; Indemnity

Each party represents that it has the authority to enter into this Agreement. Provider represents that services will be performed in a professional and workmanlike manner consistent with industry standards. Client shall indemnify and hold harmless Provider from liabilities arising from Client-provided data, materials, or instructions that are unlawful or infringing.

Limitation of Liability

Except for liability arising from willful misconduct or gross negligence, neither party's aggregate liability for claims under this Agreement shall exceed the total amount of fees actually paid by Client to Provider under this Agreement in 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 its choice-of-law principles.

Entire Agreement; Amendment

This Agreement constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior and contemporaneous agreements, proposals, and communications. Any amendment must be in writing and signed by both parties.

Notices

Data Processing and Privacy

Each party shall comply with applicable data protection laws. Provider shall process Client personal data only as necessary to perform the services and in accordance with Client's documented instructions. Client authorizes such processing by checking below:

Additional Client Instructions / Project Notes

Acknowledgment

By signing below, each party affirms that the information supplied in this intake form is true and correct to the best of their knowledge, that they have authority to bind the respective party, and that they accept and agree to be bound by the terms of this Agreement.

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