Services Purchasing Agreement

Effective Date August-15-2020

General Provisions:
The Supplier (Owl Genie) is providing services detailed in “the Proposal.” The Client is purchasing services provided by the Supplier, as detailed in “the Proposal.”

Fees:
The Client will pay the Supplier the actual costs to complete the services based on the cost estimates described in the Proposal to be determined upon completion of a given activity/phase. Services and pricing are subject to change and will be at a minimum evaluated annually. Owl Genie will provide sixty (60) days advance notice to clients of increases or decreases in price, or changes in other terms and conditions of sale and service.

Initial Deposit / Future Payments:
The customer agrees to pay an initial negotiated deposit based on the cost estimate amount upon signing purchase agreement for Owl Genie services. After initial deposit, the customer agrees to pay invoices in full within 30 days of receipt of invoice, unless other terms are agreed upon.

Term and Termination:
This agreement is ongoing from the initial start date. The agreement can be ended at any time by either party once a given activity/phase has completed, with a written (email) notice. All pending payments must be fulfilled and paid in full by the Client before canceling the agreement.

Modification:
This agreement may be amended from time to time by mutual consent. Any amendments to this agreement must be in writing and signed by both parties.

Confidentiality:
Each party acknowledges and agrees that any information relating to the other party’s business which is not generally known to the public is confidential and proprietary information. Neither party will disclose the Confidential Information to third parties without prior written agreement.

Indemnification:
(a) Supplier – The Supplier shall indemnify and hold harmless the Client from and against any and all third party claims, demands, losses, damages and reasonable expenses (including, without limitation, reasonable legal fees) arising from or in connection with the conduct of this agreement.

(b) Client – The Client shall indemnify and hold harmless the Supplier from and against any and all third party claims, demands, losses, damages and reasonable expenses (including, without limitation, reasonable legal fees) arising from or in connection with the conduct of this agreement.

Entire Agreement:
The parties have read this Agreement and agree to be bound by its terms, and further agree that it constitutes the complete and entire agreement of the parties and supersedes all previous communications, oral or written, and all other communications between them relating to the license and to the subject hereof.