User Interface Exclusion Form

USER INTERFACE EXCLUSION FORM

This User Interface Exclusion Form ("Form") documents the exclusion of specified user interface design, implementation, testing, or delivery obligations from the scope of services between the parties identified below. The parties intend this Form to modify the scope, payment, and responsibilities of the underlying services agreement as set forth herein.

WHEREAS

WHEREAS, Client Name: (the "Client") and Provider Name: (the "Provider") are parties to a services agreement or engagement; and

WHEREAS, the parties agree that certain user interface deliverables, features, or responsibilities are to be expressly excluded from the Provider's scope of work as specified in this Form; and

WHEREAS, the parties seek to document the effect of such exclusions on schedule, payment, responsibilities, and liability without otherwise altering the remaining obligations of the underlying agreement except as expressly set forth herein.

EFFECTIVE DATE

Effective Date:

SCOPE OF EXCLUSION

The Provider and Client agree that the Provider will not be responsible for the design, development, testing, implementation, integration, or ongoing maintenance of the following user interface components unless otherwise agreed in a separate writing. Check all excluded items and describe any specifics in the Other field.

SCOPE OF WORK (REMAINDER)

IMPACT ON DELIVERY AND ACCEPTANCE

The parties acknowledge that excluding user interface responsibilities may alter integration timelines, acceptance testing requirements, and responsibilities for defects attributable to excluded items. The Client accepts responsibility for coordinating any third-party UI provider and for any delays or defects that arise in excluded components.

PAYMENT TERMS

TERM AND TERMINATION

This Form amends the parties' obligations effective as of the Effective Date. The exclusion set forth herein shall remain in effect from Start Date: through End Date: unless earlier terminated in accordance with the underlying agreement or by mutual written consent.

CONFIDENTIALITY

Each party shall continue to comply with the confidentiality obligations of the underlying agreement. The Client acknowledges that technical specifications, integration details, and other materials provided for the purpose of exclusion or integration may be designated Confidential Information and will be protected in accordance with the applicable confidentiality provisions. Neither party shall disclose Confidential Information except as required by law.

REPRESENTATIONS, WARRANTIES, AND LIMITATION OF LIABILITY

The Provider represents that it has the authority to agree to the exclusions. The Client represents that it has the authority to accept responsibility for excluded UI components. Except as expressly set forth in writing, the Provider makes no warranties with respect to excluded items and shall not be liable for defects, integration failures, or usability issues arising from excluded UI elements. The parties agree that any liability arising from excluded items shall be limited as set forth in the underlying agreement.

GOVERNING LAW

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

ENTIRE AGREEMENT

This Form, together with the underlying agreement, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous oral or written understandings specific to the excluded user interface items. Any amendment to this Form must be in a writing signed by both parties.

ACKNOWLEDGEMENTS

By signing below, each party acknowledges and agrees that it has read this Form, understands the effects of excluding the specified user interface components, and consents to the adjustments to scope, payment, and responsibility set forth herein.

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