Gift Planning Mother's Day List

Gift Planning Mother's Day List

RECITALS

WHEREAS, Service Provider Name: and Client Name: (each a "Party" and together the "Parties") desire to enter into an agreement for planning, selecting, purchasing, and coordinating Mother's Day gifts and related services;

WHEREAS, the Parties desire to set forth the scope of services, payment terms, confidentiality obligations, and other terms governing the engagement commencing on Agreement Date: ;

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

SCOPE OF WORK

Service Provider will perform gift planning services for Mother's Day including consultation, selection of gift items, procurement, wrapping, scheduling, and delivery coordination for recipients identified by Client. Specific duties include but are not limited to:

The Parties acknowledge that the following gift items are anticipated; Service Provider will use commercially reasonable efforts to procure items consistent with Client preferences and budget.

ITEMIZED GIFT LIST

PAYMENT TERMS

Client agrees to compensate Service Provider as follows:

Late Fee: Payments not received within five (5) calendar days after a stated due date shall incur a late fee of of the overdue amount, or the maximum permitted by law, whichever is less.

TERM AND TERMINATION

This Agreement commences on Start Date: and continues until End Date: , unless earlier terminated in accordance with this section.

Either Party may terminate for convenience upon written notice no less than days to the other Party. Termination for cause (material breach) may be effected upon written notice if the breaching Party fails to cure within ten (10) days after receipt of notice of breach.

Upon termination, Client shall pay Service Provider for all services performed and reasonable out-of-pocket expenses incurred through the effective date of termination. Service Provider shall deliver to Client any work completed as of termination and, at Client's election, return or destroy Client-provided materials.

CONFIDENTIALITY

Each Party agrees that Confidential Information disclosed by the other Party will be kept strictly confidential and used solely for the purposes of performing this Agreement. "Confidential Information" includes Client preferences, recipient addresses, gift budgets, contact information, and other non-public information disclosed in connection with this engagement.

The receiving Party will: (a) restrict disclosure of Confidential Information to its employees, contractors, or agents who have a need to know and who are bound by confidentiality obligations no less protective than those herein; (b) take commercially reasonable measures to protect Confidential Information; and (c) not disclose Confidential Information to third parties without prior written consent, except as required by law. Confidential obligations do not extend to information that is or becomes publicly available through no fault of the receiving Party, or that is independently developed without use of the disclosing Party's Confidential Information.

Service Provider shall return or certify destruction of Client confidential materials within days of termination.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to principles of conflicts of law. The Parties consent to the exclusive jurisdiction of the state and federal courts located within that State for resolution of any disputes arising under or in connection with this Agreement.

ENTIRE AGREEMENT

This Agreement, including any attachments or schedules specified herein, constitutes the entire agreement between the Parties with respect to the subject matter and supersedes all prior and contemporaneous agreements, proposals, negotiations, and understandings, whether written or oral. No amendment or modification shall be effective unless in writing and signed by both Parties.

MISCELLANEOUS PROVISIONS

Independent Contractor: Service Provider performs services as an independent contractor and not as an employee, partner, or agent of Client. Service Provider is solely responsible for all taxes, insurance, and benefits with respect to its personnel.

Assignment: Neither Party may assign its rights or delegate its duties under this Agreement without the prior written consent of the other Party, except that Service Provider may assign receivables to a financial institution.

Severability: If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect to the extent permitted by law.

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