DreamLight Business Proposal Template

DreamLight Business Proposal Template

Proposal Date:

Parties

Recitals

WHEREAS, Provider is engaged in the business of providing creative, technical and strategic services, including but not limited to lighting design, branding consultation, and project implementation; and

WHEREAS, Client desires to retain Provider to perform certain services for the project titled under the terms set forth below; and

WHEREAS, Provider and Client agree to the terms and conditions contained in this Proposal and the attached scope and payment provisions.

Scope of Work

Provider will perform the services described below. Provider shall deliver work in accordance with the specifications and schedule agreed herein and shall exercise commercially reasonable efforts consistent with industry practices.

Payment Terms

Compensation for the services rendered under this Proposal shall be as follows.

Invoices are payable within days of invoice date. Late payments shall accrue interest at per month (or the maximum allowed by law, if lower) on any unpaid balance.

Term and Termination

This Proposal shall commence on the Start Date and terminate on the End Date unless earlier terminated in accordance with this section.

Start Date:

End Date:

Either party may terminate this Proposal for convenience upon written notice to the other party delivered not less than days prior to the effective termination date. Either party may terminate for material breach if the breaching party fails to cure such breach within thirty (30) days after written notice.

Confidentiality

Each party shall keep confidential and shall not disclose to any third party any non-public information or materials designated as confidential by the other party or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure ("Confidential Information"). Confidential Information shall not include information that is (a) already known to the receiving party prior to disclosure; (b) becomes publicly available through no fault of the receiving party; (c) received from a third party without breach of any obligation of confidentiality; or (d) independently developed without use of the disclosing party's Confidential Information. The receiving party shall use Confidential Information solely for performance under this Proposal and shall limit disclosure to employees, contractors or agents who have a need to know and are bound to confidentiality obligations no less protective than those set forth herein.

Ownership and Intellectual Property

Unless otherwise agreed in writing, Provider retains ownership of all pre-existing intellectual property and methodologies. Upon full payment of amounts due under this Proposal, Provider assigns to Client all right, title and interest in and to the final deliverables specifically produced for Client hereunder, to the extent such assignment is legally transferable. Provider may retain copies of deliverables for its files and portfolio; however, Provider shall not disclose Confidential Information in doing so.

Representations; Warranties; Indemnification

Each party represents that it has full power and authority to enter into and perform this Proposal. Provider warrants that services will be performed in a professional and workmanlike manner consistent with industry standards. Except as expressly set forth herein, services are provided "AS IS" and Provider disclaims all other warranties. Each party agrees to indemnify, defend and hold harmless the other party from claims arising from its negligent acts or willful misconduct in connection with this Proposal.

Governing Law

This Proposal shall be governed by and construed in accordance with the laws of the state of without regard to its conflict of laws principles. The parties submit to the exclusive jurisdiction of the state and federal courts located in that state for disputes arising from this Proposal.

Entire Agreement

This Proposal, together with any attachments or statements of work expressly incorporated herein, constitutes the entire agreement between the parties and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether oral or written. No amendment or modification shall be effective unless in writing and signed by authorized representatives of both parties.

Acceptance

By signing below, the parties agree to be bound by the terms of this Proposal and authorize Provider to commence work in accordance with the Scope of Work and Payment Terms set forth herein.

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