Miscellaneous Scan Request

MISCELLANEOUS SCAN REQUEST AND SERVICE AGREEMENT

Parties and Request

Service Provider:

Client Name:

Request Date:    Contact Person:

Contact Phone:    Contact Email:

Recitals

WHEREAS, Service Provider is engaged in the business of converting physical documents to digital formats and providing document handling and indexing services; and

WHEREAS, Client desires to engage Service Provider to scan, process and deliver electronic images and related metadata for certain Client records identified in this Request under the terms and conditions set forth in this Agreement; and

WHEREAS, the parties agree that the work requested shall be performed and paid for in accordance with the Scope of Work and Payment Terms below, and that this document constitutes a binding agreement effective as of the Effective Date identified herein.

Effective Date:

Scope of Work

Payment Terms

Total Fee (estimated): $    Deposit Required: $

Late Payment Fee:

All invoices are due per the Payment Schedule above. Client agrees to reimburse Service Provider for reasonable collection costs and attorneys' fees if payment is not made when due.

Term and Termination

Term Start Date:    Term End Date:

Either party may terminate this Agreement for convenience upon written notice to the other party not less than days before the proposed termination date. Termination for material breach is effective upon written notice if the breach is not cured within thirty (30) days after receipt of notice.

Confidentiality

Service Provider acknowledges that in the course of performing the services it may receive Confidential Information of Client. Service Provider shall:

1. Use Confidential Information solely to perform this Agreement;
2. Protect Confidential Information using at least the same degree of care it uses to protect its own confidential information, but not less than a reasonable standard of care;
3. Not disclose Confidential Information to any third party except to employees, contractors or subcontractors who have a need to know and are bound by confidentiality obligations at least as protective as those contained herein.

Confidentiality Period:

Handling of Originals and Data Security

Upon completion of the Services, Client instructs Service Provider to: Return originals Securely destroy originals

Governing Law; Entire Agreement

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

This Agreement, together with any attached appendices or inventory lists signed by the parties, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings and representations, whether written or oral. Any amendment must be in writing and signed by an authorized representative of each party.

Representations and Warranties; Certifications

Client represents and warrants that it has the right to submit the materials for scanning and that the materials do not violate any law or third-party rights. Client certifies that it has removed or otherwise identified any records subject to legal hold, and will notify Service Provider of any such holds prior to commencement.

Client acknowledges that Service Provider is not responsible for pre-existing damage, illegibility, or loss of data resulting from the condition of submitted materials unless caused by Service Provider's negligence.

By checking the box below, Client certifies the statements above and authorizes Service Provider to proceed with the contracted scanning services.

I certify and authorize Service Provider to perform the scanning services described above.

Sign Now