Miscellaneous Appendices for Signature

MISCELLANEOUS APPENDICES FOR SIGNATURE

This Miscellaneous Appendices for Signature (the Appendices) is entered into as of Effective Date: by and between Client Name: and Contractor Name: .

RECITALS

WHEREAS, the parties entered into a separate agreement titled Services Agreement dated (the Agreement), pursuant to which the Contractor provides certain services to the Client; and

WHEREAS, the parties desire to attach and execute one or more appendices specifying additional scope, deliverables, schedules, pricing, or administrative provisions as set forth herein; and

WHEREAS, the appendices executed by the parties will constitute amendments to the Agreement only to the extent expressly stated in each appendix and consistent with the terms of this document.

SCOPE OF WORK

The parties agree that the appendices attached and executed under this document shall define specific tasks, deliverables, milestones and acceptance criteria. The general scope applicable to the attached appendices is described below and, where conflict exists, the appendix-specific scope governs.

APPENDIX INVENTORY

The following appendices are included with this signing. Check each appendix being executed and provide a short title or description.

Appendix A:

Appendix B:

Appendix C:

PAYMENT TERMS

Compensation for services and deliverables described in the attached appendices shall be paid as follows. Unless otherwise stated in an appendix, all amounts are payable in United States dollars and exclusive of taxes.

TERM AND TERMINATION

The appendices executed hereunder shall commence on Start Date: and continue until End Date: unless earlier terminated in accordance with this section.

Either party may terminate an appendix for convenience upon written notice delivered at least days prior to the effective termination date. Material breach that is not cured within thirty (30) days after written notice allows the non-breaching party to terminate immediately.

CONFIDENTIALITY

Each party acknowledges that in connection with the appendices it may receive Confidential Information of the other party. Confidential Information means non-public information disclosed in any form that is designated confidential or that reasonably should be understood to be confidential. Each receiving party shall (i) hold the Confidential Information in confidence using at least the same degree of care it uses to protect its own similar confidential information, but not less than reasonable care; (ii) not disclose it to any third party except as permitted herein; and (iii) use it only to perform obligations under the appendices. Confidentiality obligations shall survive termination for a period of years, except as otherwise required by law.

GOVERNING LAW

This document and any appendices shall be governed by and construed in accordance with the laws of the State of , without regard to conflict of laws principles.

ENTIRE AGREEMENT

Except as expressly modified by a duly executed appendix, the Agreement remains in full force and effect. This document, together with the appendices executed by the parties and the Agreement, constitutes the entire agreement between the parties with respect to the subject matter herein and supersedes all prior negotiations, representations, or agreements, whether written or oral, relating to such subject matter.

NOTICES

All notices or other communications required or permitted hereunder shall be in writing and delivered to the addresses below or to such other address as a party may designate by notice in accordance with this section.

ADDITIONAL PROVISIONS

Any appendix may add or modify provisions relating to intellectual property ownership, insurance, warranties, or other matters; provided, however, that in the event of any inconsistency between this document and an appendix, the appendix shall control only with respect to the matter addressed in that appendix.

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