Document Attachment ID Form

DOCUMENT ATTACHMENT ID FORM

This Document Attachment Identification Form (the "Form") is executed to identify and incorporate by reference specified attachment(s) to a primary agreement between the parties below. Client Name: and Vendor Name: . Effective Date:

WHEREAS

WHEREAS, the Parties entered into a primary agreement entitled "" dated (the "Primary Agreement");

WHEREAS, the Parties wish to identify, describe, and memorialize certain attachment(s) which shall be incorporated into the Primary Agreement as specified in this Form;

WHEREAS, the Parties intend for this Form to constitute express identification of such attachment(s) and to provide administrative metadata, custody, versioning and retention instructions for the attachment(s).

ATTACHMENT IDENTIFICATION DETAILS

SCOPE OF WORK

The attachment identified above shall be used for the purposes described below and shall form part of the Primary Agreement to the extent specified in that agreement and this Form.

PAYMENT TERMS (IF APPLICABLE)

If the attachment gives rise to fees or charges, the following payment provisions govern. Amount Due: . Payment Schedule: specify milestones, deliverables, or due dates below.

All payments are due in accordance with invoicing terms. Payments are non-refundable except as expressly provided in the Primary Agreement or by written mutual consent. Each Party is responsible for its own taxes unless otherwise specified.

TERM AND TERMINATION

This Form shall commence on Start Date: and shall remain in effect until End Date: , unless earlier terminated in accordance with the Primary Agreement or this Form.

Either Party may terminate this Form in accordance with the termination provisions of the Primary Agreement or upon written notice where material breach is not cured within the stated notice period. Termination of the Primary Agreement will operate to terminate this Form unless otherwise stated.

CONFIDENTIALITY

Each Party shall maintain the confidentiality of all non-public information exchanged in connection with the attachment and shall not disclose such information except as permitted by the Primary Agreement or required by law. Confidential obligations shall survive termination for a period of three (3) years from the date of disclosure unless a longer period is specified in the Primary Agreement.

GOVERNING LAW

This Form shall be governed by and construed in accordance with the laws of the State of , without regard to its conflict of law principles.

ENTIRE AGREEMENT

This Form, together with the Primary Agreement and any attachments incorporated by reference, constitutes the entire agreement of the Parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings and representations, whether written or oral, relating to the same subject matter.

CERTIFICATION AND ACKNOWLEDGMENT

By signing below, the authorized representatives of the Parties certify that the information contained in this Form is true and accurate to the best of their knowledge and that the identified attachment(s) are incorporated into the Primary Agreement as specified. The Parties further certify that they are authorized to bind their respective organizations to the terms of this Form.

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