Duplicate Client Consent Agreement

DUPLICATE CLIENT CONSENT AGREEMENT

Parties and Recitals

This Duplicate Client Consent Agreement (the Agreement) is entered into by and between (Client) and (Provider), effective as of .

WHEREAS, Client maintains certain records, data, and information relating to Client's account and business relationship with Provider; and

WHEREAS, Client requests and authorizes Provider to create, maintain, and transfer duplicate copies of specified client records to one or more identified recipients for legitimate business purposes; and

WHEREAS, Provider and Client desire to set forth the terms and conditions under which duplication, storage, access, and use of such records may occur while protecting Client confidentiality and rights.

Scope of Consent and Scope of Work

Client hereby consents to the creation and transfer of duplicate copies of Client records for the following purpose(s):

Select the categories of Client information that Client authorizes Provider to duplicate and share:

Contact information (name, address, phone, email)

Financial and billing information

Operational and transaction records

Other (describe):

Recipients and Access

Recipient access shall be limited strictly to the purposes described in this Agreement and to those employees, contractors, or agents who have a legitimate need to access the duplicated records.

Payment Terms

In consideration for Provider's work to duplicate, transmit, and store Client records, Client agrees to pay Provider as follows.

Late payments shall accrue interest at percent per month (or the maximum permitted by law), plus costs of collection.

Term and Termination

This Agreement commences on and shall continue until unless earlier terminated in accordance with this section.

Either party may terminate this Agreement for convenience upon days' prior written notice to the other party. Termination shall not relieve Client of the obligation to pay for services performed and costs reasonably incurred prior to termination.

Confidentiality

Provider shall treat all duplicated Client records as Confidential Information. Provider shall not disclose, use, or permit access to such Confidential Information except as necessary to perform the services contemplated by this Agreement, or as otherwise authorized in writing by Client.

Confidential Information does not include information that: (a) is or becomes generally available to the public other than through a breach of this Agreement; (b) was already known to the recipient without obligation of confidence; or (c) is required to be disclosed by law, regulation, or valid court order, provided the disclosing party gives prompt written notice and cooperates, to the extent lawful, in limiting such disclosure.

Provider's obligations under this confidentiality section shall remain in effect for years following termination or expiration of this Agreement.

Data Security and Retention

Provider shall implement and maintain administrative, technical, and physical safeguards reasonably designed to protect duplicated Client records from unauthorized access, disclosure, alteration, or destruction. Provider shall retain duplicated records only for the period necessary to fulfill the permitted purpose or as required by law, after which Provider shall securely destroy or return the records.

Representations and Warranties

Each party represents that it has the full right, power, and authority to enter into this Agreement and to perform its obligations hereunder. Client represents that the consent granted herein is lawful and does not violate any obligation to a third party.

Indemnification and Limitation of Liability

Client shall indemnify and hold Provider harmless from any claims, liabilities, damages, or expenses arising from Client's breach of representations or misuse of duplicated records. Except for liability arising from gross negligence, willful misconduct, or breach of confidentiality, neither party shall be liable for incidental, consequential, or punitive damages.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of without regard to conflict of laws principles.

Entire Agreement and Amendments

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

Miscellaneous Provisions

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. Neither party may assign this Agreement without the prior written consent of the other, except that Provider may assign to an affiliate or in connection with a merger or sale of substantially all assets.

Acknowledgment and Client Consent

By signing below, Client acknowledges that Client has read this Agreement, understands the nature and scope of the duplication and transfer of Client records, and expressly consents to the actions authorized herein. Client further acknowledges that consent may be revoked in writing subject to reasonable transition arrangements and any applicable legal or contractual obligations.

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