Miscellaneous Declarations Page

MISCELLANEOUS DECLARATIONS PAGE

Parties

Party A Name:

Party B Name:

Entity Type (Party A): Individual Corporation LLC Partnership Other

Entity Type (Party B): Individual Corporation LLC Partnership Other

Recitals

WHEREAS, Party A desires to engage Party B to perform certain services described herein and Party B is willing to perform such services under the terms set forth on this Declarations Page and the associated agreement;

WHEREAS, the parties desire to set forth on this Declarations Page the specific scope, compensation, and other material terms that will govern the performance;

WHEREAS, the parties intend that the statements and assurances contained herein will be incorporated into and will supplement the primary agreement to which this Declarations Page is attached;

Scope of Work

Payment Terms

Invoices due within days of receipt. Late payments will incur a late fee of % per month or a minimum late fee of , whichever is greater.

Payment Method: Wire/Bank Transfer ACH Check Credit Card

Term and Termination

Agreement Start Date:    Agreement End Date:

Either party may terminate for convenience upon days' prior written notice. Termination for material breach will be effective after written notice and a cure period of days if the breach is not cured.

Upon termination, Party B shall deliver all completed work and reasonably usable work-in-progress; final compensation shall be paid within days of final invoice unless otherwise agreed in writing.

Confidentiality

The parties acknowledge that in the course of performance they may disclose Confidential Information. "Confidential Information" means non-public business, technical, financial or operational information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential. The receiving party shall: (a) use Confidential Information only to perform obligations under this agreement; (b) restrict access to its employees and contractors who have a need to know and who are bound by confidentiality obligations; and (c) not disclose Confidential Information to third parties without prior written consent.

Confidentiality is Mutual Unilateral (identify disclosing party)    Duration: years from disclosure.

Representations and Declarations

Each party represents and warrants to the other that it has the full corporate or individual power and authority to enter into this agreement, that the person signing on its behalf is duly authorized, and that this agreement constitutes a valid and binding obligation enforceable in accordance with its terms.

Governing Law; Entire Agreement

This Declarations Page and any agreement to which it is attached shall be governed by and construed in accordance with the laws of the state of without regard to conflict of law principles. The parties submit to the exclusive jurisdiction of the state and federal courts located in that state for disputes arising under this agreement.

This Declarations Page, together with any documents expressly incorporated by reference, 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. Any modification must be in writing and signed by authorized representatives of both parties.

Additional Declarations

The following additional declarations apply (check if true):

Each signatory has authority to bind the party he or she represents.

Execution and performance will not violate any other agreement or law applicable to the party.

Insurance coverage described above will be maintained for the duration of performance.

Certification: By signing below, the undersigned certifies that the information contained in this Declarations Page is true and accurate to the best of the undersigned's knowledge and that the undersigned is authorized to execute this document on behalf of the identified party.

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