Follow Up Document Template

FOLLOW UP DOCUMENT TEMPLATE

Parties and Recitals

This Follow Up Document (the "Document") is entered into as of by and between ("Service Provider") and ("Client").

WHEREAS, Service Provider previously delivered services described as ; and

WHEREAS, the parties desire to document follow up actions, deliverables and the terms under which Service Provider will provide such follow up services to Client;

NOW, THEREFORE, in consideration of the mutual covenants set forth herein, the parties agree as follows:

Scope of Work

Deliverables & Schedule

Deliverable name:

Due date:   Responsible party:

Payment Terms

Total follow up fee: $

Late payment fee:   Interest will accrue from the invoice due date until paid in full. Client shall also reimburse Service Provider for collection costs, including reasonable attorneys' fees.

Term and Termination

Term begins on:   and ends on:

Either party may terminate this Document for convenience upon days' prior written notice to the other party. Termination for cause may be immediate where a material breach is not cured within a commercially reasonable cure period, not to exceed 15 days following written notice of such breach.

Confidentiality

For purposes of this Document, "Confidential Information" means non-public information disclosed by either party that is designated as confidential or that reasonably should be understood to be confidential. Each party shall: (a) maintain the other's Confidential Information in strict confidence; (b) not disclose it to any third party except as expressly permitted herein; and (c) use it solely for the performance and enforcement of this Document. The obligations hereunder shall not apply to information that: (i) was already known without restriction at the time of disclosure; (ii) is or becomes publicly known through no fault of the receiving party; (iii) is lawfully received from a third party without breach of any obligation of confidentiality; or (iv) is independently developed without use of the disclosing party's Confidential Information.

At the request of the disclosing party following termination or expiration, the receiving party shall return or certify destruction of Confidential Information, except that the receiving party may retain one archival copy solely for compliance and recordkeeping purposes subject to the confidentiality obligations herein.

Representations and Warranties

Each party represents and warrants that it has full power and authority to enter into and perform this Document, and that the execution and performance of this Document will not violate any agreement or obligation to which it is bound. Service Provider warrants that the services will be performed in a professional and workmanlike manner consistent with industry standards.

Indemnification and Liability

Each party shall indemnify and hold harmless the other party from and against claims arising out of the indemnifying party's gross negligence or willful misconduct in performance of this Document. Except for liability arising from willful misconduct or breach of confidentiality, neither party shall be liable for indirect, incidental, consequential, or punitive damages, and a party's aggregate liability under this Document shall not exceed the total fees paid to Service Provider under this Document.

Governing Law

This Document shall be governed by and construed in accordance with the laws of , without regard to its conflicts of law principles. The parties consent to the exclusive jurisdiction of the state and federal courts located in that state for disputes arising out of this Document.

Entire Agreement; Amendment

This Document, together with any exhibits or attachments incorporated by reference, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, and communications, whether oral or written. Any amendment or modification must be in writing signed by authorized representatives of both parties.

Notices

All notices under this Document shall be in writing and delivered to the addresses set forth below or to such other address as either party designates in writing.

Follow Up Confirmation

The parties confirm the following next steps and acknowledgements:

Client acknowledges that timely access to information and cooperation are required for Service Provider to meet the agreed schedule. Any delay caused by Client may result in schedule adjustment and additional charges as specified in Payment Terms.

Acknowledgement

By signing below, the undersigned represent that they have full authority to bind their respective party to the terms of this Document.

Sign Now