IT Service Quote

IT SERVICE QUOTE AND AGREEMENT

This IT Service Quote and Agreement ("Quote") is entered into as of Effective Date: by and between Provider Name: and Client Name: .

WHEREAS

WHEREAS, Provider is engaged in the business of delivering information technology services, including but not limited to systems administration, network maintenance, cybersecurity, software support and consulting; and

WHEREAS, Client desires to procure certain IT services from Provider and Provider has submitted this Quote setting forth the scope, fees and terms applicable to the services described herein; and

WHEREAS, the parties intend for this Quote to constitute a binding agreement for the services and fees described below upon Client acceptance by signature.

SCOPE OF WORK

ITEMIZED SERVICES AND FEES

Quote Number:    Valid Until:

PAYMENT TERMS

Client shall pay Provider the Total Amount Due specified above. Payments shall be made according to the following schedule:

Late payments shall incur interest at the lesser of the maximum legal rate or per month, calculated monthly, plus a late fee of for administrative costs.

TERM AND TERMINATION

This Quote commences on Start Date: and shall continue until End Date: unless earlier terminated in accordance with this section.

Either party may terminate for convenience upon written notice to the other party delivered at least days prior to the effective termination date. Provider may suspend services if Client fails to pay amounts when due, provided Provider delivers at least 10 calendar days' written notice and an opportunity to cure.

CONFIDENTIALITY

Each party acknowledges that during the term it may receive Confidential Information of the other party. "Confidential Information" means non-public business, technical, financial or customer information disclosed in any form. The recipient shall: (a) use Confidential Information only for performance under this Quote; (b) protect it with at least the same degree of care as its own confidential information but not less than reasonable care; and (c) not disclose it to third parties except to employees, contractors or advisors who have a need to know and are bound by confidentiality obligations no less protective than those herein. Confidential Information does not include information that is or becomes publicly available through no breach by the recipient, is rightfully received from a third party without restriction, or is independently developed without use of the discloser's Confidential Information.

LIMITATION OF LIABILITY

Except for willful misconduct or gross negligence, and except for Client's payment obligations, in no event shall either party be liable for incidental, consequential, special or punitive damages. Provider's aggregate liability for claims arising out of or in connection with this Quote shall not exceed the total fees paid by Client to Provider under this Quote.

GOVERNING LAW; DISPUTE RESOLUTION

This Quote shall be governed by and construed in accordance with the laws of the State of , without regard to its conflicts of law principles. The parties shall attempt in good faith to resolve disputes informally prior to initiating litigation.

ENTIRE AGREEMENT

This Quote, including the recitals, scope of work, itemized fees and any attachments executed by the parties, constitutes the entire agreement between Provider and Client with respect to the subject matter and supersedes all prior and contemporaneous agreements, proposals, negotiations and communications, whether written or oral. Any amendment must be in writing and signed by authorized representatives of both parties.

ADDITIONAL TERMS

SIGNATURES

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