Training Bootcamp Document

TRAINING BOOTCAMP AGREEMENT

This Training Bootcamp Agreement (the Agreement) is entered into by and between Provider Name: and Client Name: .

WHEREAS

WHEREAS, Provider is engaged in the business of developing and delivering intensive training programs, bootcamps, and related educational services; and

WHEREAS, Client desires to engage Provider to deliver a Training Bootcamp as further described in this Agreement, and Provider agrees to provide such services under the terms and conditions set forth herein.

WHEREAS, the parties intend for this Agreement to define the scope, scheduling, payment, confidentiality, and other commercial terms governing the Bootcamp engagement.

SCOPE OF WORK

Provider shall deliver the training services described below. Provider will supply qualified instructors, instructional materials, and assessment tools as appropriate. Specific learning objectives, deliverables, and participant requirements are set out in the space below.

Training Session Start Date: — Training Session End Date:

PAYMENT TERMS

As consideration for services provided by Provider, Client shall pay Provider the amounts and according to the schedule set forth below. All amounts are payable in lawful currency of the United States unless otherwise agreed in writing.

Late Payment Fee: In the event Client fails to pay any undisputed amount when due, Client shall pay interest on the overdue amount at a rate of % per month (or the maximum permitted by law), plus reasonable collection costs.

Reimbursable Expenses: Provider's pre-approved, reasonable travel and material expenses will be reimbursed by Client upon submission of receipts. Any expense item expected to exceed must be approved in writing in advance.

TERM AND TERMINATION

Term: This Agreement shall commence on Agreement Start Date: and shall continue until Agreement End Date: , unless earlier terminated in accordance with this Section.

Termination for Cause: Either party may terminate this Agreement for material breach by the other party if the breaching party fails to cure the breach within days after receipt of written notice specifying the breach.

Termination for Convenience: Client may terminate for convenience upon providing Provider with written notice at least days prior to the intended termination date. If Client terminates for convenience after work has commenced, Client shall pay Provider for all services performed to date and any non-cancellable commitments incurred.

CONFIDENTIALITY

Definition: "Confidential Information" means non-public business, technical and financial information disclosed by one party to the other, whether in writing, orally, or in any other form, that is identified as confidential or would reasonably be understood to be confidential.

Obligations: Recipient shall (i) use Confidential Information solely for the performance of this Agreement, (ii) restrict disclosure to its employees, contractors, or agents who have a need to know and are bound by confidentiality obligations at least as protective as those herein, and (iii) protect Confidential Information with reasonable care, but no less than a reasonable standard of care.

Exclusions: Confidential Information does not include information that is (a) publicly available through no fault of Recipient, (b) rightfully obtained by Recipient from a third party without restriction, (c) independently developed by Recipient without use of Discloser's Confidential Information, or (d) required to be disclosed by law or court order (provided Recipient gives prompt notice and cooperates in any lawful effort to limit disclosure).

INTELLECTUAL PROPERTY

Ownership: Except as expressly provided below, Provider retains all right, title and interest in any training curricula, course materials, instructor notes, methodologies, software, and other intellectual property created or used by Provider prior to or independent of this Agreement.

License to Client: Provider grants Client a non-exclusive, non-transferable, limited license to use Provider-supplied training materials for internal training purposes for the duration of this Agreement, unless otherwise agreed in writing.

INDEMNIFICATION

Each party shall defend, indemnify and hold harmless the other party and its officers, directors and employees from and against any third-party claims arising out of the indemnifying party's gross negligence, willful misconduct, or breach of this Agreement, subject to applicable limits and exclusions under law.

GOVERNING LAW

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

ENTIRE AGREEMENT

This Agreement, together with any exhibits, attachments, and signed statements of work, constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, negotiations, and understandings, whether written or oral. Any modification to this Agreement must be in writing and signed by authorized representatives of both parties.

MISCELLANEOUS

Notices shall be in writing and delivered to the addresses set forth above or to such other address as a party designates by notice. If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. The parties are independent contractors; nothing in this Agreement creates a joint venture, partnership or employment relationship.

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