Miscellaneous Main Floor Template

MISCELLANEOUS MAIN FLOOR TEMPLATE

This General Business Agreement (the "Agreement") is entered into as of Effective Date: by and between Client Name: and Contractor Name: .

WHEREAS

WHEREAS, Client operates or owns the premises located at Main Floor Location: and desires certain services to be performed on the main floor;

WHEREAS, Contractor represents that it has the necessary experience, personnel, equipment and insurance to perform the scope of work described herein and agrees to perform such work in accordance with the terms and conditions of this Agreement;

WHEREAS, the parties desire to set forth their respective rights and obligations with respect to the performance, payment and administration of the work.

SCOPE OF WORK

PAYMENT TERMS

Total Contract Amount: $ . Payment will be made as follows:

Late Payment: If any undisputed amount due under this Agreement is not paid within days after the due date, interest shall accrue at the lesser of (a) % per month or (b) the maximum rate permitted by law. In addition, Contractor may suspend performance if payments are more than days overdue after written notice.

TERM AND TERMINATION

Term Commencement Date: . Expected Completion Date: .

Either party may terminate this Agreement for convenience upon written notice to the other party no less than days prior to termination. Either party may terminate for material breach if the breaching party fails to cure such breach within days after receipt of written notice specifying the breach.

Upon termination, Client shall pay Contractor for all work performed and costs incurred through the effective date of termination, including reasonable demobilization costs and any non-cancellable obligations.

CONFIDENTIALITY

Each party (the "Receiving Party") shall hold in strict confidence and not disclose to any third party any Confidential Information of the other party (the "Disclosing Party") except as required by law or as necessary to perform its obligations under this Agreement. "Confidential Information" means non-public business, technical and financial information disclosed in any form. Confidentiality obligations do not apply to information that (i) is or becomes publicly available other than by breach of this Agreement, (ii) is rightfully received from a third party without restriction, or (iii) is independently developed without use of the Disclosing Party's Confidential Information.

The Receiving Party shall use at least the same degree of care to protect Confidential Information as it uses to protect its own confidential information, but in no event less than reasonable care.

INSURANCE, INDEMNIFICATION, AND LIABILITY

Contractor shall maintain commercial general liability insurance and workers' compensation as required by applicable law and shall provide certificates of insurance upon request. Contractor shall indemnify, defend and hold harmless Client from and against third-party claims arising from Contractor's negligence or willful misconduct in performing the work. Neither party shall be liable to the other for consequential, incidental, special or punitive damages except for liability arising from willful misconduct or gross negligence.

GOVERNING LAW; ENTIRE AGREEMENT

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

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

NOTICES

ADDITIONAL REPRESENTATIONS

Each party represents and warrants that it has full power and authority to enter into this Agreement, that the person signing on its behalf is authorized to do so, and that performance of its obligations will not violate any other agreement.

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