RFP Final Proposal

RFP FINAL PROPOSAL

Client Name:

Client Address:

Proposal Identification

RECITALS

WHEREAS, Client issued a request for proposals identified as RFP Number for the purpose of procuring services described in this Proposal; and

WHEREAS, Contractor, whose legal name is , having reviewed the RFP documents and site conditions, hereby submits this Final Proposal setting forth the proposed scope, schedule, and pricing for the Project;

NOW, THEREFORE, Contractor proposes the services and terms set forth below; acceptance by Client in writing will convert this Final Proposal into a binding agreement between the parties on the terms contained herein.

SCOPE OF WORK

SCHEDULE

Proposed start date:    Estimated completion date:

PAYMENT TERMS

Total Proposed Price: $

Deposit or initial payment: $

Late payment fee: on overdue amounts, compounded monthly or the maximum permitted by law, whichever is less.

TERM AND TERMINATION

Term commencement date: . Term expiration date: .

Either party may terminate this Proposal and any resulting Agreement for convenience upon written notice to the other party delivered at least days prior to the effective termination date. Termination for material breach is effective upon written notice if the breaching party fails to cure within thirty (30) days after receipt of notice, or immediately if the breach is incapable of cure.

CONFIDENTIALITY

Each party (the "Receiving Party") shall treat as confidential all non-public information, materials, and data disclosed by the other party (the "Disclosing Party") in connection with this Proposal. Confidential information does not include information that: (a) is or becomes generally known to the public through no fault of the Receiving Party; (b) was rightfully in the Receiving Party's possession prior to disclosure; (c) is independently developed by the Receiving Party without use of or reference to the Disclosing Party's confidential information; or (d) is rightfully obtained by the Receiving Party from a third party without restriction.

The Receiving Party shall use confidential information solely for the purpose of performing obligations under this Proposal and shall not disclose confidential information to any third party except to its employees, agents, or subcontractors with a need to know, provided such persons are bound by confidentiality obligations at least as protective as those herein. Required disclosures by law or court order shall be made only after prompt notice to the Disclosing Party, to the extent legally permitted.

RISK ALLOCATION AND INDEMNITY

Contractor shall perform the services with the standard of care and skill ordinarily exercised by contractors performing similar services. Contractor agrees to indemnify and hold harmless Client from claims arising from Contractor's negligent acts, errors, omissions, or willful misconduct in performing the Scope of Work, except to the extent such claims result from Client's negligence or breach.

GOVERNING LAW; DISPUTE RESOLUTION

This Proposal and any Agreement formed upon its acceptance shall be governed by the laws of the state of without regard to its conflict of laws principles. Parties shall attempt to resolve disputes in good faith through negotiation for at least thirty (30) days before pursuing litigation.

ENTIRE AGREEMENT

This Final Proposal, together with any attachments, appendices, and Client's written acceptance, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior proposals, negotiations, and representations, whether oral or written. No modification shall be effective unless in writing and signed by authorized representatives of both parties.

REPRESENTATIONS AND AUTHORITY

Each signatory below represents and warrants that they are duly authorized to execute this Proposal and to bind the party for whom they sign. Submission of this Final Proposal by Contractor is an offer that remains open for acceptance for days from the Proposal Date, unless earlier withdrawn in writing.

ATTACHMENTS

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