Seasonal Business Document Winter Start Combined

SEASONAL BUSINESS AGREEMENT — WINTER START COMBINED

This Seasonal Business Agreement (the Agreement) is entered into as of Effective Date: by and between Service Provider Name: and Client Name: .

WHEREAS

WHEREAS, Service Provider is engaged in the business of providing seasonal goods and services tailored for winter operations, including but not limited to setup, maintenance, and removal of seasonal installations; and

WHEREAS, Client requires seasonal services commencing at the start of the winter season described below and desires to retain Service Provider to perform such services on the terms and conditions set forth in this Agreement; and

WHEREAS, the parties agree that the seasonal term and obligations set forth herein shall govern their relationship for the winter period specified and may be extended or renewed only by written amendment signed by both parties.

SCOPE OF WORK

Service Provider shall perform the Work at Service Location: in accordance with the specifications set forth above and any attachments incorporated by reference.

PAYMENT TERMS

Invoices shall be delivered to Invoice Address: . Payments are due within days of invoice date unless otherwise agreed in writing.

Late Payment Fee: Any unpaid amount shall accrue interest at the lesser of 1.5% per month or the maximum rate permitted by law, plus all collection costs and reasonable attorneys' fees incurred by the non-defaulting party.

Taxes: Taxes are included in the compensation stated above    Taxes are excluded and payable by Client

TERM AND TERMINATION

Term Commencement Date: . Anticipated Winter Season End Date: .

This Agreement shall automatically terminate on the End Date specified above unless the parties execute a written extension. Either party may terminate for convenience by providing written notice to the other party at least days prior to the intended termination date. Either party may terminate immediately for material breach if the breaching party fails to cure such breach within days after receipt of written notice specifying the breach.

CONFIDENTIALITY

Definition: "Confidential Information" means non-public information disclosed by one party to the other in connection with the performance of this Agreement, whether oral, written, or electronic, including business records, pricing, customer lists, seasonal plans, and trade secrets.

Obligations: Receiving party shall (a) hold Confidential Information in strict confidence, (b) not use Confidential Information except as necessary to perform under this Agreement, and (c) disclose Confidential Information only to employees or contractors with a need to know who are bound by confidentiality obligations no less protective than those herein.

Exceptions: Confidential Information does not include information that (i) is or becomes publicly available other than through a breach of this Agreement, (ii) was rightfully in the receiving party's possession prior to receipt from the disclosing party, or (iii) is independently developed by the receiving party without use of the disclosing party's Confidential Information.

Remedies: The parties acknowledge that monetary damages may be inadequate for breach of this section and agree that the disclosing party may seek injunctive relief in addition to any other available remedies.

INSURANCE AND LIABILITY

Insurance: Service Provider shall maintain commercial general liability insurance with limits not less than $ per occurrence and shall provide certificates upon request.

Limitation of Liability: Except for willful misconduct or gross negligence, neither party shall be liable to the other for incidental, consequential, special, or punitive damages. The aggregate liability of either party for claims arising under this Agreement shall not exceed the total compensation paid to Service Provider under this Agreement.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to its conflicts of law principles. Venue for any dispute arising under this Agreement shall lie in the state or federal courts located within that state.

ENTIRE AGREEMENT; AMENDMENT

This Agreement, including any exhibits or attachments executed by the parties, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, and communications, whether written or oral. No modification or waiver of any provision of this Agreement shall be effective unless made in writing and signed by authorized representatives of both parties.

NOTICES

MISCELLANEOUS

Assignment: Neither party may assign its rights or delegate its duties under this Agreement without the prior written consent of the other party, except that Service Provider may assign this Agreement in connection with a sale of all or substantially all of its business or assets.

Independent Contractors: The parties are independent contractors. Nothing in this Agreement shall be construed to create an employment, joint venture, partnership, or agency relationship between the parties.

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