Client Notice and Acknowledgement Form

Client Notice and Acknowledgement Form

Recitals

WHEREAS, Client Name: (the "Client") has engaged Service Provider Name: (the "Provider") to perform services described below; and

WHEREAS, this Notice sets forth the scope of work, payment terms, confidentiality obligations, and other material terms that the Client acknowledges receiving and understanding as of Effective Date: .

Scope of Work

The Provider shall perform the services described below. The Client acknowledges receipt of this description and understands the deliverables, milestones, and responsibilities allocated between the parties.

Payment Terms

The Client agrees to compensate the Provider in accordance with the terms below. These payment terms are binding and constitute consideration for the Provider's performance.

Additional payment provisions: invoices are due net thirty (30) days from invoice date unless otherwise stated. All returned payments are subject to administrative charge as set forth in the Provider's billing policies.

Term and Termination

This Notice and the obligations set forth herein commence on Start Date: and shall continue until End Date: unless earlier terminated in accordance with this section.

Either party may terminate for material breach if the breaching party fails to cure within the notice period set above. Termination for convenience requires prior written notice equal to the notice period. Termination does not relieve the Client of payment obligations for services rendered and costs incurred prior to termination.

Confidentiality

The parties acknowledge that in connection with the engagement each party may receive Confidential Information. "Confidential Information" means nonpublic business, technical, or financial information disclosed orally, in writing, or by inspection. The receiving party shall (i) protect Confidential Information with the same degree of care as its own similar information but not less than reasonable care, (ii) use Confidential Information solely to perform its obligations under this Notice, and (iii) not disclose Confidential Information to third parties except pursuant to written agreement or legal compulsion.

Exclusions: Confidential Information does not include information that is (a) publicly available other than through breach of this obligation, (b) rightfully received from a third party without restriction, (c) independently developed without use of Confidential Information, or (d) required to be disclosed by law, provided that the disclosing party is given prompt notice to seek protective measures.

Acknowledgement and Client Certifications

By signing below, the Client acknowledges receipt of this Notice and certifies that the Client has read, understands, and agrees to be bound by the terms contained herein, including the Scope of Work, Payment Terms, Term and Termination, and Confidentiality provisions.

I acknowledge receipt of this Notice and the Scope of Work.

I certify that I have authority to bind the Client to these terms.

Governing Law

This Notice shall be governed by and construed in accordance with the laws of the state specified below, without regard to choice of law principles. Parties consent to exclusive jurisdiction and venue in the courts of that state for any disputes arising out of this Notice.

Entire Agreement

This Notice constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, and understandings, whether written or oral. Any amendment must be in writing signed by authorized representatives of both parties.

Notices

All notices under this Notice shall be in writing and delivered to the addresses below by hand, certified mail, or overnight courier, or by electronic means if acknowledged by the receiving party.

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