Miscellaneous Document Convert DIDs

MISCELLANEOUS DOCUMENT CONVERT DIDs

This General Business Agreement ("Agreement") is made and entered into as of Effective Date: by and between Client Name: , with principal place of business at , and Service Provider Name: , with principal place of business at .

WHEREAS

WHEREAS, Client requires the conversion, migration and standardization of Decentralized Identifiers (DIDs) and related identifier metadata embedded in Client documents and systems; and

WHEREAS, Service Provider represents that it has the technical capability and experience to perform conversion, mapping, validation, and secure handling of DIDs in accordance with applicable industry standards and the terms set forth in this Agreement; and

WHEREAS, the parties desire to set forth their respective rights and obligations with respect to the conversion services described herein.

SCOPE OF WORK

Service Provider shall perform the services described above, including but not limited to: assessment of existing identifier schemes, normalization of DID formats, secure transformation of identifiers across data stores, verification against authoritative registries where applicable, maintaining an audit log of conversions, and delivering converted outputs in the mutually agreed formats. Service Provider shall not alter substantive content of documents beyond identifier conversion without prior written approval from Client.

PAYMENT TERMS

Unless otherwise agreed in writing, invoices are due within the period set forth in the Payment Schedule. Overdue amounts shall accrue interest at the rate specified above, and Client shall reimburse Service Provider for reasonable collection costs and expenses incurred to recover overdue amounts.

TERM AND TERMINATION

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

Either party may terminate this Agreement for material breach by the other party if the breach remains uncured thirty (30) days after receipt of written notice specifying the breach, unless a different cure period is set forth above. Termination shall not relieve Client of its obligation to pay for services performed and expenses incurred prior to termination.

CONFIDENTIALITY

Each party acknowledges that in performing under this Agreement it may receive Confidential Information of the other party. "Confidential Information" means non-public business, technical or financial information disclosed in any form. Each party agrees: (a) to hold Confidential Information in strict confidence and use it only to perform obligations under this Agreement; (b) to restrict disclosure to employees, agents or subcontractors who have a need to know and who are bound by confidentiality obligations at least as protective as those herein; and (c) to implement reasonable security measures to protect Confidential Information. Confidential Information does not include information that is or becomes generally available to the public other than through a breach of confidentiality, was already known to the receiving party without restriction, or is required to be disclosed by law or regulation, provided the disclosing party is given prompt notice and opportunity to seek protective measures.

DATA HANDLING AND SECURITY

Service Provider shall implement and maintain commercially reasonable technical and organizational safeguards to protect Customer Data and converted identifiers from unauthorized access, disclosure, alteration, or destruction. Service Provider will retain logs and conversion records for the period set forth in the Scope of Work and will cooperate with reasonable Client requests to demonstrate compliance with security obligations.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to conflicts of law principles.

ENTIRE AGREEMENT

This Agreement, including any exhibits or attachments executed by the parties, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior and contemporaneous proposals, negotiations, and agreements, whether written or oral. Any amendment or modification to this Agreement must be in writing and signed by authorized representatives of both parties.

MISCELLANEOUS

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain 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 merger or sale of substantially all of its assets.

NOTICES

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