This Service Agreement (the "Agreement") is entered into as of [DATE] (the "Effective Date") by and between [COMPANY_NAME], a [STATE] corporation with its principal place of business at [COMPANY_ADDRESS] ("Service Provider"), and [CLIENT_NAME], with its principal place of business at [CLIENT_ADDRESS] ("Client").
WHEREAS, Service Provider operates an insider wedding planning hub under the brand "Wedding Secrets" via its website [WEBSITE_URL], offering curated planning tools, vendor discounts, and expert guidance to assist clients in planning weddings efficiently and cost-effectively;
WHEREAS, Client desires to engage Service Provider to provide certain wedding planning services as outlined in this Agreement;
NOW, THEREFORE, in consideration of the mutual promises and covenants set forth herein, the parties agree as follows:
1.1 "Services": The wedding planning services, tools, and resources provided by Service Provider, as further described in Section 3.
1.2 "Confidential Information": Any non-public, proprietary, or sensitive information disclosed by one party to the other, including but not limited to vendor pricing, planning strategies, and proprietary tools.
1.3 "Deliverables": Specific outputs or results to be provided by Service Provider, as outlined in the Scope of Services.
1.4 "Force Majeure Event": Any event beyond the reasonable control of a party, including but not limited to acts of God, natural disasters, pandemics, government actions, or labor strikes.
2.1 Description of Services: Service Provider agrees to provide the following services to Client:
- Access to exclusive vendor discounts and promotions.
- Customized wedding planning templates and checklists.
- Vendor recommendations tailored to Client's preferences and budget.
- Monthly virtual consultations with a wedding planning expert.
- [OTHER SERVICES TO BE SPECIFIED].
2.2 Service Levels and KPIs:
- Vendor discount availability: Minimum 10% off standard rates for at least 80% of listed vendors.
- Response time for Client inquiries: Within 24 business hours.
- Delivery of customized planning templates: Within 5 business days of request.
- Monthly consultation scheduling: Available within 7 business days of Client's request.
2.3 Exclusions: Services do not include on-site wedding coordination, legal advice, or direct vendor negotiations unless explicitly agreed in writing.
3.1 Timely Information: Client shall provide accurate and complete information regarding wedding preferences, budget, and timeline.
3.2 Vendor Engagement: Client is responsible for directly engaging and contracting with vendors recommended by Service Provider.
3.3 Compliance: Client shall comply with all applicable laws and regulations related to wedding planning and execution.
4.1 Fees: Client agrees to pay Service Provider the following fees:
- Monthly subscription fee: $[AMOUNT].
- One-time setup fee: $[AMOUNT] (if applicable).
- Additional consultation fee: $[AMOUNT] per hour (if applicable).
4.2 Payment Terms:
- Monthly fees are due on the [DAY] of each month.
- Payments shall be made via [PAYMENT METHOD].
- Late payments are subject to a [PERCENTAGE]% late fee after [NUMBER] days past due.
4.3 Refunds: Fees are non-refundable except in cases of material breach by Service Provider.
5.1 Initial Term: This Agreement shall commence on the Effective Date and continue for an initial term of [NUMBER] months.
5.2 Renewal: The Agreement shall automatically renew for successive [NUMBER]-month terms unless either party provides written notice of non-renewal at least [NUMBER] days prior to the end of the then-current term.
6.1 Any changes to the Scope of Services must be documented in a written change order signed by both parties.
6.2 Change orders may result in additional fees, which will be agreed upon in writing before implementation.
7.1 Service Provider Warranties: Service Provider warrants that the Services will be performed in a professional and workmanlike manner.
7.2 Disclaimer: Service Provider does not guarantee specific outcomes, including but not limited to vendor availability or pricing.
8.1 By Client: Client agrees to indemnify and hold harmless Service Provider from any claims, damages, or liabilities arising from Client's use of the Services, except to the extent caused by Service Provider's gross negligence or willful misconduct.
8.2 By Service Provider: Service Provider agrees to indemnify and hold harmless Client from any claims, damages, or liabilities arising from Service Provider's gross negligence or willful misconduct.
9.1 Service Provider's total liability under this Agreement shall not exceed the total fees paid by Client in the [NUMBER] months preceding the claim.
9.2 Service Provider shall not be liable for any indirect, incidental, or consequential damages.
10.1 Service Provider shall maintain general liability insurance with coverage of at least $[AMOUNT].
10.2 Upon request, Service Provider shall provide Client with a certificate of insurance.
11.1 Both parties agree to maintain the confidentiality of all Confidential Information and not disclose it to any third party without prior written consent.
11.2 This obligation shall survive the termination of this Agreement for a period of [NUMBER] years.
12.1 All intellectual property created by Service Provider in connection with the Services shall remain the sole property of Service Provider.
12.2 Client is granted a non-exclusive, non-transferable license to use the Deliverables solely for personal wedding planning purposes.
13.1 For Cause: Either party may terminate this Agreement upon [NUMBER] days' written notice if the other party materially breaches this Agreement and fails to cure such breach within the notice period.
13.2 For Convenience: Either party may terminate this Agreement for any reason upon [NUMBER] days' written notice.
13.3 Effect of Termination: Upon termination, Client shall pay all outstanding fees for Services rendered up to the termination date.
14.1 Upon termination, Service Provider shall provide reasonable assistance to Client to transition any ongoing planning activities to a new service provider or to Client directly.
15.1 Neither party shall be liable for delays or failure to perform due to a Force Majeure Event.
16.1 This Agreement shall be governed by and construed in accordance with the laws of the State of [STATE], without regard to its conflict of laws principles.
17.1 Any disputes arising under this Agreement shall first be resolved through good faith negotiation between the parties.
17.2 If the dispute cannot be resolved through negotiation within [NUMBER] days, the parties agree to submit the dispute to binding arbitration in [STATE], in accordance with the rules of the American Arbitration Association.
18.1 This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements, understandings, and communications.
18.2 This Agreement may only be amended in writing, signed by both parties.
Service Provider
[COMPANY_NAME]
By: ____
Name: [REPRESENTATIVENAME]
Title: [REPRESENTATIVE_TITLE]
Date: [DATE]
Client
[CLIENT_NAME]
By: ____
Name: [REPRESENTATIVENAME]
Title: [REPRESENTATIVE_TITLE]
Date: [DATE]
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