Miscellaneous Conda Tower

MISCELLANEOUS CONDA TOWER AGREEMENT

This Miscellaneous Conda Tower Agreement ("Agreement") is entered into as of Effective Date: by and between Client Name: and Contractor Name: .

RECITALS

WHEREAS, Client is the owner or authorized representative of the property commonly referred to as Conda Tower located at (the "Property"); and

WHEREAS, Contractor represents that it has the necessary skills, personnel, and licenses to perform the services described herein relating to the Property; and

WHEREAS, the parties desire to set forth the terms under which Contractor will perform miscellaneous services for Conda Tower as set forth in this Agreement.

SCOPE OF WORK

Contractor shall perform the services described below in a professional and workmanlike manner, consistent with industry standards. The parties acknowledge that specific tasks, deliverables, and schedules may be adjusted by written amendment signed by both parties.

PAYMENT TERMS

Client shall pay Contractor the amounts set forth below in consideration for the services rendered under this Agreement. Payment is due in accordance with the schedule below and subject to the invoicing and dispute provisions contained herein.

Interest shall accrue on any overdue amount at the lesser of (a) or (b) the maximum rate permitted by applicable law. In addition, a flat administrative late fee of may be charged for invoices overdue by more than days.

TERM AND TERMINATION

This Agreement shall commence on Start Date: and, unless earlier terminated as provided herein, shall continue until End Date: or until completion of the Scope of Work.

Either party may terminate this Agreement for convenience upon providing written notice to the other party at least days prior to the effective date of termination. Either party may terminate for material breach if the breaching party fails to cure such breach within fifteen (15) days after receipt of written notice specifying the breach.

Upon termination, Contractor shall cease performance and deliver to Client any work in progress. Client shall pay Contractor for all work performed to the effective date of termination in accordance with the Payment Terms, subject to set-off for any damages or costs resulting from Contractor's breach.

CONFIDENTIALITY

Each party (the "Receiving Party") shall keep confidential and shall not disclose to any third party any proprietary or confidential information of the other party ("Confidential Information") disclosed in connection with this Agreement. Confidential Information includes but is not limited to technical data, trade secrets, designs, business plans, pricing, and other non-public information marked or identified as confidential or that reasonably should be understood to be confidential given the nature of the information and circumstances of disclosure.

The Receiving Party shall (a) use Confidential Information only for the purposes of performing its obligations under this Agreement; (b) restrict disclosure to its employees, contractors, and advisors who have a need to know and who are bound by confidentiality obligations no less protective than those in this Agreement; and (c) take reasonable measures to protect Confidential Information from unauthorized disclosure. Confidential Information does not include information that is or becomes generally available to the public through no wrongful act of the Receiving Party, is already known by the Receiving Party without restriction at the time of disclosure, is lawfully received from a third party without similar restriction, or is independently developed without use of the disclosing party's Confidential Information.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to conflict of laws principles. Any dispute arising out of or relating to this Agreement shall be subject to the exclusive jurisdiction of the courts located in that state.

MISCELLANEOUS PROVISIONS

Relationship of the Parties: Contractor is an independent contractor and nothing in this Agreement shall be construed to create a partnership, joint venture, or employer-employee relationship between the parties.

Assignment: Neither party may assign or delegate its rights or obligations under this Agreement without the prior written consent of the other party, except that Client may assign this Agreement to an affiliate or successor in interest to the Property.

Indemnification: Contractor shall indemnify, defend, and hold harmless Client and its officers, directors, agents, and employees from and against any third-party claims, liabilities, losses, damages, costs, and expenses (including reasonable attorneys' fees) arising out of Contractor's negligence, willful misconduct, or breach of this Agreement, except to the extent caused by Client's negligence or willful misconduct.

ENTIRE AGREEMENT

This Agreement, together with any written exhibits or amendments signed by both parties, constitutes the entire agreement between the parties with respect to the subject matter herein and supersedes all prior and contemporaneous agreements, understandings, negotiations, and discussions, whether oral or written. No modification of this Agreement will be effective unless in writing and signed by both parties.

NOTICES

Sign Now