Legal CSE Form

LEGAL CSE FORM

This Legal CSE Form (the "Agreement") is entered into as of by and between Client Name: , Client Address: , entity type: Individual Corporation LLC Other (collectively, "Client"), and Service Provider Name: , Provider Address: , entity type: Individual Corporation LLC Other (collectively, "Provider"). Client and Provider are each a "Party" and together the "Parties."

RECITALS

WHEREAS, Client desires to obtain certain services related to Child Support Enforcement, case management, or related administrative and legal support as described in this Agreement; and

WHEREAS, Provider represents that it has the experience, personnel, and systems necessary to perform the services set forth in this Agreement in compliance with applicable laws and standards; and

WHEREAS, the Parties wish to set forth their respective rights and obligations with respect to the performance, compensation, confidentiality, and administration of those services.

NOW THEREFORE, in consideration of the mutual promises contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

1. DEFINITIONS

1.1 "Confidential Information" means all non-public information disclosed by one Party to the other, whether oral, written, electronic or by inspection, including case records, personal data, financial information, operational processes, and any information designated as confidential.

1.2 "Services" means the tasks, deliverables, and duties described in Section 2 and in any Statement of Work executed pursuant to this Agreement.

2. SCOPE OF SERVICES

Provider shall perform the Services described in writing by the Parties. Services include client intake, case investigation, document preparation, representation in administrative proceedings to the extent authorized, record maintenance, reporting, and coordination with relevant authorities as reasonably required for Child Support Enforcement matters.

3. COMPENSATION AND PAYMENT

3.1 Client shall pay Provider the fees set forth in this Agreement or in an attached Statement of Work. Unless otherwise stated, fees are due within thirty (30) days of invoice.

3.2 Provider shall invoice Client for Services rendered. Invoices shall itemize services performed and reasonable expenses. Client may withhold disputed amounts while the Parties resolve the dispute in good faith.

4. TERM AND TERMINATION

4.1 The Term of this Agreement begins on and continues until unless earlier terminated in accordance with this Section.

4.2 Either Party may terminate this Agreement for convenience upon written notice to the other Party delivered not less than days prior to the effective date of termination.

4.3 Either Party may terminate this Agreement immediately upon written notice if the other Party materially breaches any provision and fails to cure such breach within thirty (30) days after receipt of written notice specifying the breach.

5. CONFIDENTIALITY

5.1 Each Party shall maintain the confidentiality of Confidential Information and shall not disclose Confidential Information to any third party except to its employees, representatives, legal counsel, auditors, or subcontractors who have a need to know and who are bound by confidentiality obligations at least as restrictive as those contained herein.

5.2 Confidential Information shall not include information that: (a) is or becomes publicly known through no breach of this Agreement; (b) is rightfully received from a third party without restriction; (c) is independently developed by the receiving Party without use of the disclosing Party's Confidential Information; or (d) is required to be disclosed by law or court order, provided the disclosing Party is given prompt notice and, where permitted, an opportunity to seek a protective order.

6. RECORDS, AUDIT AND DATA SECURITY

6.1 Provider shall maintain complete and accurate records of services performed, costs incurred, and client records as required by applicable law and shall permit Client or its authorized representative to audit such records upon reasonable notice and during normal business hours.

7. COMPLIANCE WITH LAWS

7.1 Each Party shall comply with all applicable federal, state, and local statutes, regulations, and administrative requirements in performing its obligations under this Agreement, including those governing privacy, record retention, and child support enforcement procedures.

8. INDEMNIFICATION

8.1 Each Party (the "Indemnifying Party") shall indemnify, defend and hold harmless the other Party (the "Indemnified Party") from and against any third-party claims, liabilities, losses, damages, costs and expenses (including reasonable attorneys' fees) arising out of the Indemnifying Party's breach of this Agreement, gross negligence, or willful misconduct in connection with the performance of Services.

9. LIMITATION OF LIABILITY

9.1 Except for liability arising from a Party's gross negligence, willful misconduct, or indemnification obligations under Section 8, neither Party shall be liable to the other for consequential, incidental, punitive or special damages. The aggregate liability of either Party for direct damages arising out of or related to this Agreement shall not exceed .

10. NOTICES

10.1 All notices, demands, and communications required or permitted under this Agreement shall be in writing and delivered to the addresses set forth below or such other addresses as a Party may designate by notice to the other Party in accordance with this Section.

11. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the state identified for the Parties' performance, without regard to conflict of laws principles. The Parties submit to the exclusive jurisdiction of the state and federal courts located in that state for any disputes arising under this Agreement.

12. ENTIRE AGREEMENT

This Agreement, including any Statements of Work and attachments executed by the Parties, constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, negotiations, and communications, whether written or oral.

13. SEVERABILITY

If any provision of this Agreement is held to be invalid, illegal or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect and the Parties shall negotiate in good faith to replace the invalid provision with a valid provision that achieves, to the extent possible, the original economic, legal and commercial objectives of the invalid provision.

14. AMENDMENTS; WAIVER; COUNTERPARTS

14.1 This Agreement may be amended only by a written instrument signed by authorized representatives of both Parties. No failure or delay by either Party in exercising any right shall operate as a waiver of that right.

14.2 This Agreement may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument.

15. MISCELLANEOUS

The Parties acknowledge that they have read and understand this Agreement, that they have authority to enter into this Agreement, and that the persons signing below are authorized to bind the Parties.

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