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CLIENT SERVICES AGREEMENT
This Client Services Agreement (the "Agreement") is entered into as of {{effective_date}} (the "Effective Date"), by and between {{client_name}}, with offices at {{client_address}} (the "Client") and {{company_name}}, with offices at {{company_address}} (the "Service Provider").
1. SERVICES
Service Provider shall provide Client with the services (the "Services") as described in any statement of work executed by both parties (each, a "Statement of Work" or "SOW"). Each SOW shall include, at a minimum: (a) a description of the Services to be provided; (b) the timeline for completion; (c) the fees and payment schedule; and (d) any deliverables to be provided by Service Provider.
2. COMPENSATION
Client shall pay Service Provider the fees as set forth in each applicable SOW. Unless otherwise specified in an SOW, Service Provider shall invoice Client monthly for Services performed, and payment shall be due within {{payment_terms_days}} days of receipt of invoice. All amounts payable hereunder are exclusive of any sales, use, or other applicable taxes or duties.
3. TERM AND TERMINATION
This Agreement shall commence on the Effective Date and shall continue until terminated as provided herein. Either party may terminate this Agreement or any SOW upon {{termination_notice_days}} days' prior written notice to the other party. Upon termination, Client shall pay Service Provider for all Services performed up to the date of termination.
4. CONFIDENTIALITY
Each party acknowledges that it may receive confidential information of the other party during the performance of this Agreement. Each party agrees to: (a) keep such information confidential; (b) not disclose such information to any third party except as required by law or as necessary to perform its obligations under this Agreement; and (c) use such information only for the purposes of this Agreement.
5. INTELLECTUAL PROPERTY
Unless otherwise specified in an SOW, Service Provider assigns to Client all right, title, and interest in and to any deliverables created specifically for Client under an SOW. Service Provider retains ownership of all other intellectual property, including pre-existing materials and any general knowledge, skills, or know-how developed during the course of providing the Services.