Emergency Management FEMA POL

EMERGENCY MANAGEMENT FEMA POL

Parties and Identifiers

This Emergency Management FEMA POL General Business Agreement (the Agreement) is entered into by and between:

Client Name:

Contractor Name:

Recitals

WHEREAS, Client is an entity engaged in emergency management and disaster recovery operations and requires logistics, supply chain coordination, and related support as described herein; and

WHEREAS, Contractor has the experience, personnel, equipment, and qualifications to perform the services described in this Agreement and represents that it can comply with applicable federal emergency management requirements and applicable contract terms; and

NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties agree as follows.

Scope of Work

Contractor shall provide all labor, materials, equipment, supervision, logistics coordination, and administrative support necessary to perform the FEMA POL services described below. Services shall conform to the specifications, schedules, and performance standards set forth in this Agreement.

Payment Terms

Client shall pay Contractor in accordance with the amounts and schedule set forth below. All payments are subject to verification of satisfactory performance and receipt of proper invoicing in accordance with this Agreement.

Any undisputed amount not paid within days of the invoice due date shall accrue interest at a rate of , or the maximum rate permitted by law, whichever is less. Client reserves the right to withhold payment for work found deficient until corrective action is completed.

Term and Termination

This Agreement shall commence on the Effective Date and shall continue in full force until the Work is completed or this Agreement is otherwise terminated in accordance with this Section.

Effective Date:    Termination Date (if applicable):

Either party may terminate this Agreement for convenience upon days' prior written notice to the other party. Either party may terminate immediately for cause if the other party materially breaches this Agreement and fails to cure such breach within days after receipt of written notice specifying the breach.

Confidentiality

Contractor and Client acknowledge that during performance of the Work each party may have access to Confidential Information of the other. "Confidential Information" means non-public information disclosed in any form that a reasonable person would understand to be confidential, including but not limited to operational plans, logistics manifests, cost data, personnel records, and security protocols.

Each party shall: (a) use Confidential Information solely for performance under this Agreement; (b) protect Confidential Information with at least the same degree of care it uses to protect its own confidential information, and in no event less than reasonable care; and (c) not disclose Confidential Information to any third party except to employees, subcontractors, or agents who have a need to know and who are bound by confidentiality obligations no less protective than those herein. The obligations of confidentiality do not extend to information that (i) is or becomes publicly known through no fault of the receiving party; (ii) is lawfully obtained from a third party without breach of confidence; (iii) is independently developed without the use of the disclosing party's Confidential Information; or (iv) is required to be disclosed by law, regulation, or valid order of a court or other governmental authority, provided the receiving party gives prompt notice where practicable to allow the disclosing party to seek protective measures.

Compliance, Records and Audit

Contractor shall comply with all applicable federal, state, and local laws, regulations, and executive orders that govern emergency management and disaster recovery work. Contractor shall maintain full, accurate records relating to performance, costs, and billing under this Agreement for a period of not less than three years from final payment or longer if required by applicable law. Upon reasonable notice, Contractor shall permit Client and authorized representatives to inspect and audit such records and supporting documentation.

Insurance and Indemnity

Contractor shall maintain insurance coverage appropriate to the Work, including commercial general liability, automobile liability, workers' compensation, and professional liability as applicable. Contractor shall indemnify, defend and hold harmless Client, its officers, employees and agents from and against any claims, liabilities, losses, damages, costs and expenses (including reasonable attorneys' fees) arising out of Contractor's performance of the Work, except to the extent caused by the negligence or willful misconduct of Client.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to its conflicts of law rules.

Entire Agreement; Amendments

This Agreement, including any attachments, exhibits, and documents incorporated by reference, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether oral or written. No modification or amendment of this Agreement shall be effective unless in writing and signed by authorized representatives of both parties.

Notices

All notices, requests, demands, and other communications required or permitted under this Agreement shall be in writing and delivered to the addresses set forth below or to such other address as either party may designate by notice in accordance with this paragraph.

Representations and Warranties

Each party represents and warrants that it has the full right, power, and authority to enter into and perform this Agreement and that its entry into this Agreement will not violate any other agreement to which it is a party. Contractor further warrants that services will be performed in a professional and workmanlike manner in accordance with industry standards and the terms of this Agreement.

Entity Type

Select applicable entity type for Contractor: Corporation
Limited Liability Company
Individual / Sole Proprietor
Other (specify in Notes)

Certification

By signing below, each party certifies that the information provided in this Agreement is true and complete to the best of its knowledge, that it will perform its obligations in accordance with applicable law, and that it understands and will comply with recordkeeping and audit obligations. Each signatory further certifies that he or she is authorized to bind the party for which they sign.

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