This template outlines the services, pricing, and deliverables (“Business Proposal”) as requested by:
[Client.First.Name] [Client.Last.Name] (“Client”) *
[Client.Company] (“Client”) *
[ Address ]
* Delete as appropriate for individual or corporation
This Business Proposal was prepared by:
The Company offers business planning and [additional services or product] to startups and small businesses (“Services/Products”). We have successfully partnered with companies in the [industry name] industry. This experience has allowed us to gain and develop the knowledge, expertise, and skills required to help you meet your own business objectives.
[CEO name] has been a leader in [industry name] industry for years of experience. He is dedicated to improving the customer experience and furthering the mission statement of the company.
[Account exec name] will be your primary point of contact going forward. If you have any questions or concerns, you can contact her by phone or email.
Our top priority is keeping our clients happy and helping them reach their business goals. Here is what our previous clients had to say about working with us.
Here is an overview of the challenges and goals of this new business project. It includes a detailed description of the pricing strategy, timeline, and deliverables you can expect from the Company.
In summary, there is a description of the legal requirements outlined in our Business Services/Products Agreement below.
We believe that our Services/Products will help you address your current challenges and meet your goals and objectives within the agreed upon timeline.
The Services/Products were designed to help companies in [target market]  achieve their business objectives and improve in key areas.
Our seamless onboarding process will allow you to get started with no delays. And our team is available to answer questions and offer support during the transition and planning process.
Below you will find a detailed outline of the financial terms needed to -deploy our Services/Products. The signatures of both the Client and the Company are required before we can move forward and execute the Business Services/Products Agreement set out below.
WHEREAS, the [Sender.Company] (“Company”) is in the business of [Describe Business] (“Business”);
WHEREAS, the [Client.First.Name] [Client.Last.Name or Client.Company] (“Client”) desires to retain the services of the Company for provision of its services/products ;
WHEREAS, the [Company] agrees to deliver the services and/or products comprising:
WHEREAS, the Client agrees to purchase the Services/Products according to the terms and conditions laid out in this Agreement.
THEREFORE, in consideration of the mutual agreement made by the Parties hereto, the Company and the Client agree to the following:
The Parties are independent to one another and nothing in this Agreement shall be taken as creating any relationship which could be construed as employment, partnership, joint venture, agency or distributor between the Parties.
The Client hereby agrees to retain the Company to provide and deliver the Services/Products (as are also described in the Business Services Proposal) subject to the terms and conditions of this Agreement.
The Parties agree that (a) all work of any nature done on and materials (created for the Client) used directly in the provision and delivery of the Services/Products by it, its employees, agents, contractors and any other party that contributed to or collaborated in the creation of the Services/Products constitutes work for hire (“Work Product”). For the purposes of this Clause, materials shall include but are not limited to images, videos, graphics, diagrams, slogans, mission statements, visions statements and text); and (b) on payment in full for the Services/Products pursuant to Clause 4, the Client shall be the exclusive owner of the all the Work Product constituted in the Services/Products and the Company shall not retain any ownership interest of any nature in the Work Product.
In consideration of providing the Services/Products, the Client shall pay the Company a total fee of [$insert amount] (“Fee”) which shall be payable as follows:
Any failure to meet payment due dates outlined in Clause 4 shall be considered a full and material breach of this Agreement.
The Company warrants and undertakes to the Client that: (a) in providing the Services/Products, it will not be in breach of the intellectual property or copyright of any third party; (b) where third party materials are used, all relevant permissions, consents and licenses will be secured and the appropriate license fees paid; and none of the paid for third party material (if any) will be subject of any ongoing royalty payments.
The Client warrants and undertakes to the Company that at the Effective Date: (a) the Client is solvent and has not entered into any arrangement with creditors and/or there are no ongoing proceeding with could result in a filing for bankruptcy/ insolvency; and (b) the Client has the necessary resources to make payment for all amounts as they become due.
The Client shall ensure that: (a) all information and material provided to the Company is true and correct and suitable for the Services/Products and are free of third party rights (b) information and materials required by the Company to develop the Services/Products will be provided on a timely basis (c) any representative designated to work with the Company in development of the Services/Products will have the necessary skills and experience and shall have the authority required to perform any actions necessary; (d) within 7 days of receipt, the Client shall review any submissions made by the Company for approval or comment. If the Client fails to respond by the required time, the Company shall be at liberty to progress with delivery of the Services/Products using the information and resources available to it and the Company. And it shall not be responsible for any loss that the Client may incur. The Company may treat the lack of response as a justification for extending the delivery time of the Services/Products without penalty: and (e) The Client shall be under a continuous obligation to inform the Company in writing of any material changes in respect of any matter that relate to the Services/Products. If the Company is required to undertake additional work or to redo completed work as a result of the Client’s failure to update on any changes, the Company shall be entitled to charge the Client for such additional work at its standard hourly rate of [$enter amount] per hour.
The Company shall have the following obligations to the Client: (a) The Company shall provide the Services/Products as stipulated in the Scope of Works using reasonable care and skill to conform with the requirements of the Client: (b) The Company shall use all reasonable efforts to meet any delivery dates agreed with the Client. Subject to a grace period of [number of days] for late delivery of Services, the Client may elect to treat the late delivery as a material breach and shall be entitled to treat this Agreement as terminated; (c) If the Company retains any sub-contractors, it shall be responsible for their Work Product and for any losses to the Client arising from the Work Product of the subcontractors: and (d) If the Services/Products or part thereof are found to be Non-Conforming to the Scope of Works, the Client shall notify the Company within 7 days of the delivery. On verification of non-conformance by [the Company] it shall be required to redeliver conforming work to the Client at its own cost within 14 days of the original delivery or such other date as the Parties may agree to in writing.
If the Client desires to delay delivery of the Services/Products, the Client must give notice to the Company of not less than [enter number of days] days. The Client shall be liable to pay the Company: (a) all costs already incurred pursuant to this Agreement and which cannot be reused or repurposed; (b) future contractual costs that the Company cannot avoid or delay without being in breach of contract with a third party supplier; and (c) an administrative fee of [insert percentage]% the Fee as liquidated damages to compensate the Company for time, effort and resources expended on developing the Services/Products and an element of profit.
12.1 The term of this Agreement shall commence on the Effective Date and, unless terminated earlier pursuant for any reason, shall continue in full force and effect until conforming Services/Products have been delivered to the Client by and full payment of the Fee has been received by the Company.
12.2 This Agreement may be terminated by either Party giving the other Party notice in writing of not less than [number of days] days. Where the Client terminates this Agreement, the Client shall pay the Company liquidated damages as referenced in Clause 11.(c).
If the Client is in default pursuant to Clause 5, the Company shall have the right but not the obligation, to terminate this Agreement on an immediate basis effective on dispatch of an emailed termination notice to the Client by the Company.
On termination the Parties shall return to each other any information, data and materials obtained from the other Party; and If a Party is unable to pay its debts, enters into insolvency/bankruptcy proceedings/arrangements or enters into any credit accommodation with creditors, the other Party may terminate this Agreement on notice of [insert number of days] days in writing.
The Parties agree with each other that they shall not at any time divulge, disclose, or communicate any information or intellectual property of the other Party and agree to protect any such information and treat it as strictly confidential. The mutual commitment pursuant to this Clause shall survive termination of this Agreement of a period of [enter number of years] years from the termination date.
This Agreement set outs the entire agreement and understanding between the Parties relating to the Services/Products.
If any provision or term of this Agreement is or shall become illegal, invalid or unenforceable under the laws of any jurisdiction such illegality, invalidity or unenforceability shall not in any way affect or impair the legality, validity and enforceability of any other provisions and terms of this Agreement.
This Agreement may only be amended by mutual agreement of the Parties in writing.
A waiver of a breach of any term or of a default by any Party shall not constitute or be deemed to be a waiver of any other breach or default that may already have occurred, or which may occur. Unless consideration has been received, any such waiver shall not preclude the Party making the waiver from subsequently requiring compliance.
A delay or indulgence or omission in exercising any right, power or remedy shall not be construed as a waiver.
Any notice pursuant to this Agreement shall be in writing and may be sent by: (a) regular mail to the other Party at the address stated in this Agreement and shall be effective 2 days from the date of dispatch; or (b) if permitted in the jurisdiction, by email or other means of written/printed digital means and such notice shall be effective 24 hours after dispatch.
The Parties shall be obligated to have the dispute mediated by a mutually acceptable independent mediator before resorting to legal proceedings. The findings of the mediator shall be advisory only and shall not be binding. The Parties agree that the cost of the mediation shall be borne by the Party to whom the mediator’s findings are detrimental to.
The provisions of this Agreement shall be binding on and inure for the benefit of the Parties and their respective successors and assigns and legal representatives.
The parties agree that they shall each bear their own respective costs for the preparation and negotiation of this Agreement.
This Agreement and the interpretation of its terms shall be governed by and construed in accordance with the laws of the State of [State] and subject to the exclusive jurisdiction of the federal and state courts located in [County], [State].
IN WITNESS WHEREOF, each of the Parties has executed this Agreement both Parties personally or by their duly authorized officer (as appropriate), as of the day and year set forth below.
User Notes: (a) In estimating liquidated damages, users should keep in mind that the aim is to estimate the damage/loss a party would incur if there is breach of contract. If the liquidated damages are deemed to be a penalty rather than a compensatory measure, the relevant clause will most likely be struck down by the courts. A reasonable measure for a business would probably be around the net profit margin before taxation, interest, depreciation and amortization. This will vary according to the circumstances of each business. (b) Users of this template Agreement should note that courts in general are not in favor of documents with restrictive covenants, and they generally interpret such clauses very narrowly. To gain maximum value from this document, users should take a reasonable approach in respect of the restricted period for the confidentiality clause. The longer the period the more likely it will be struck down. What is reasonable will depend on the circumstances of each case and the requirements of each business.
The User Notes are intended for guidance only and do not in any way constitute legal advice and Users should treat them accordingly.