RFC Document Template

RFC DOCUMENT TEMPLATE

Parties and Identifiers

This Request for Change (RFC) Document is made effective as of Effective Date: between Client Name: and Contractor Name: .

RFC Number: | Priority Level: | Requested By:

WHEREAS

WHEREAS, Client requires a controlled, auditable change to services, systems, or deliverables and has submitted a formal Request for Change to Contractor for evaluation and implementation; and

WHEREAS, Contractor has represented that it possesses the necessary expertise and resources to evaluate, plan, and perform the requested change in accordance with the terms and conditions set forth in this document; and

WHEREAS, the parties desire to define the scope, payment, schedule, responsibilities, and governance for the requested change and to memorialize their agreement in this RFC Document.

Scope of Work

Change Impact and Risk Assessment

Impact Summary:

Payment Terms

Total Compensation for Change:

Late Payment Fee: | Invoice Payment Terms:

Term and Termination

Term Start Date: | Term End Date:

Either party may terminate this RFC for material breach upon written notice. Notice Period (days): . Termination does not relieve the parties of obligations accrued prior to the effective date of termination, including payment for work performed and confidentiality obligations.

Confidentiality

Each party shall treat as Confidential Information all nonpublic information disclosed by the other party that is designated confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information shall not include information that: (a) is or becomes publicly known through no wrongful act of the receiving party; (b) is rightfully received from a third party without restriction; or (c) is independently developed without use of the disclosing party's Confidential Information.

The receiving party shall (i) use Confidential Information solely to perform its obligations under this RFC; (ii) restrict disclosure to those employees, contractors, or agents with a need to know and subject to confidentiality obligations at least as protective as those herein; and (iii) take reasonable measures to prevent unauthorized disclosure.

Representations and Warranties

Each party represents that it has full corporate or organizational power and authority to enter into this RFC and to perform its obligations. Contractor warrants that services will be performed in a professional and workmanlike manner in accordance with generally accepted industry standards.

Governing Law

This RFC shall be governed by and construed in accordance with the laws of the State/Jurisdiction identified below, without regard to its conflict of law principles.

Limitation of Liability and Indemnity

Except for breaches of confidentiality or willful misconduct, neither party shall be liable to the other for incidental, consequential, punitive, or special damages. Each party agrees to indemnify and hold harmless the other from third-party claims arising from its negligent acts or omissions in connection with the performance of this RFC.

Entire Agreement; Amendments

This RFC, together with any attachments, exhibits, or referenced documents expressly incorporated herein, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior and contemporaneous agreements, proposals, and communications, whether written or oral. Any amendment or modification to this RFC must be in writing and signed by authorized representatives of both parties.

Notice

Approvals

Approval Required From:

Implementation Window: | Rollback Plan Reference:

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