Load Data Charts

LOAD DATA CHARTS - SERVICE AGREEMENT

This Load Data Charts Service Agreement ("Agreement") is entered into by and between Service Provider Name: and Client Name: . The parties agree as follows.

WHEREAS

WHEREAS, Service Provider is engaged in the business of preparing, transforming, and loading visual chart deliverables derived from client-supplied datasets and proprietary data processing workflows; and

WHEREAS, Client desires Service Provider to prepare, configure, and load a set of data charts in accordance with the specifications set forth in this Agreement; and

WHEREAS, the parties intend for this Agreement to define the scope, delivery schedule, payment terms, confidentiality obligations, and the responsibilities of each party in connection with the creation and loading of data charts.

PROJECT IDENTIFIERS

SCOPE OF WORK

Service Provider will prepare, format, validate, and load the data charts described below. Deliverables will conform to the specifications and acceptance criteria set forth in this Agreement. The Scope of Work includes data ingestion, cleansing as necessary, chart configuration, and loading to the designated delivery endpoint.

CSV JSON XLSX Database extract

Line chart Bar chart Pie chart Heat map Custom/interactive

DELIVERABLES, SCHEDULE & ACCEPTANCE

Initial delivery due no later than: Month Day Year .

Acceptance shall be based on the acceptance criteria below. Client shall provide written acceptance or written notice of reasonable rejection within 10 business days of delivery, stating defects or nonconformities with reference to the acceptance criteria.

PAYMENT TERMS

Client shall pay Service Provider the fees set forth below in consideration for the Services. All amounts are stated in United States dollars unless otherwise agreed in writing.

In the event of late payment, Client shall be charged interest at the lesser of 1.5% per month or the maximum rate permitted by law, plus any reasonable collection costs. Late fees will accrue beginning on the first day following the payment due date.

TERM AND TERMINATION

This Agreement shall commence on the Start Date below and shall continue until the End Date below unless earlier terminated in accordance with this Agreement.

Start Date: Month Day Year .

End Date: Month Day Year .

Either party may terminate this Agreement for material breach if the other party fails to cure a breach within the notice period specified above following written notice specifying the breach. Termination shall not relieve Client of its obligation to pay for Services performed prior to the effective date of termination.

CONFIDENTIALITY

Each party (the "Receiving Party") shall hold in strict confidence all confidential and proprietary information disclosed by the other party (the "Disclosing Party"), including but not limited to datasets, transformation rules, chart configurations, and any non-public business information. Confidential information shall not include information that (i) is or becomes publicly known through no breach by the Receiving Party, (ii) is already known by the Receiving Party without restriction prior to disclosure, or (iii) is obtained from a third party without breach of an obligation of confidentiality.

Receiving Party shall not disclose Confidential Information to any third party except to employees, contractors, or agents who have a need to know and who are bound by confidentiality obligations at least as protective as those in this Agreement. Receiving Party shall implement reasonable administrative, physical, and technical safeguards to protect Confidential Information.

WARRANTIES AND LIMITATIONS

Service Provider represents that it will perform the Services in a professional and workmanlike manner consistent with generally accepted industry standards. Except as expressly set forth in this Agreement, Service Provider disclaims all other warranties, express or implied, including warranties of merchantability and fitness for a particular purpose.

IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATING TO THIS AGREEMENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE AGGREGATE LIABILITY OF SERVICE PROVIDER FOR ANY CLAIM ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY CLIENT TO SERVICE PROVIDER UNDER THIS AGREEMENT.

GOVERNING LAW; DISPUTE RESOLUTION

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to conflict of law principles. Any dispute arising under this Agreement shall be resolved by the courts located within that state unless the parties mutually agree to arbitration in writing.

ENTIRE AGREEMENT

This Agreement, including any exhibits, statements of work, and attachments expressly incorporated herein, 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. No amendment or waiver of any provision of this Agreement shall be effective unless in writing and signed by both parties.

MISCELLANEOUS PROVISIONS

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect. Neither party may assign this Agreement without the prior written consent of the other party, except that Service Provider may assign to an affiliate or in connection with a sale of substantially all of its assets.

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