again the most minor of normally overlooked clauses have saved our collectives asses when things turn rough with a particular client. Proposal Kit IS the reason we are still in business; a PROFITABLE BUSINESS after all these years."
GIVING NOTICE OF BREACH OF AGREEMENT DEMANDING CORRECTIVE ACTION current date company name address address
city state or province zip or postal code Phone phone number Fax fax number Re. Our Agreement Dear salutation last name The purpose of this letter is to give formal notice of your breach of our Agreement Insert the title of the contract or agreement which was breached dated start date. Specifically you are in breach of paragraph Insert Paragraph Breached here of the Agreement which provides that Insert description of what was breached Please be advised that if Insert corrective action that must be done will have no choice but to refer this matter to legal counsel for appropriate action.
Thank you in advance for your immediate attention to this matter. Sincerely first name last name job title
PROJECT CANCELLATION AGREEMENT THIS AGREEMENT is made this current day day of current month current year by and between company name Consultants and company name Customer Agreements In consideration of the mutual covenants set forth in this Agreement Customer and Consultants hereby agree to cancel any and all work projects or labor as follows. 1. Cancellation of Services. Consultants shall cease any and all computer consulting services described below the Services or Work Product as well as any additional services that Customer has requested. Services include but are not limited to. a Enter Service or Work Product Description here
b Enter Service or Work Product Description here c Enter Service or Work Product Description here d Enter Service or Work Product Description here 2. Termination Obligations. Upon termination of this Agreement Consultants shall transfer and make available to Customer all property and materials in Consultants possession or subject to Consultants control that are the rightful property of Customer. The Consultant shall make every reasonable effort to secure all written or descriptive matter which pertains to the Services or Work Product and agrees to provide reasonable cooperation to arrange for the transfer of all property contracts agreements supplies and other third party interests including those not then utilized and all rights and claims thereto and therein. In the event of loss or destruction of any such material or descriptive matter Consultants shall immediately notify Customer of the details of the loss or destruction in writing and provide the necessary information for loss statement or other documentation to Customer. 3. Ownership Rights. The Consultant shall have ownership to all Consultants Materials. Consultants Material consists of all copyrightable. a Materials that do not constitute Services or Work Product as defined in Sect Services and Exhibit Specifications
b Materials that are solely owned by Consultants or licensed to Consultants. c Materials that are incorporated into the Work Product or part of the Services. Additional material shall include but are not limited to. Insert details about additional material here. Consultant shall hold all right title and interest in and to Consultants Material. Customer shall not do anything that may infringe upon or in any way undermine Consultants right title and interest in the Consultants Material as described in this paragraph 4. Notwithstanding the above Consultant hereby grants Customer an unrestricted nonexclusive perpetual fully paid up worldwide license for the use or for the sublicense of the use of Consultants Material for the purpose of
Insert purpose materials will be used for here. 4. Outstanding Final Compensation and Hold Harmless Agreements. For all of Consultants services rendered to Customer under any Previous Agreement Customer shall compensate Consultants in cash pursuant to the terms of Exhibit attached hereto. By accepting the terms of this offer and signing in the space provided below you hereby release and forever discharge and hold Customer its successors employers employees agents officers directors shareholders affiliates and insurers harmless of all claims suits or liability directly or indirectly related to your employment retainment of services or the termination of such services and specifically and without limitation any claims to pay in lieu of notice wrongful dismissal severance vacation bonus or overtime pay. This release includes but is not limited to all contract and tort claims between Customer and Consultants concerning Customers right to terminate its employees contractors and vendor agreements and claims or rights under local state and federal laws prohibiting employment discrimination. By signing below you agree that these terms represent full and final settlement of any and all claims you have arising out of your employment or contract employment by Customer. 5. Mutual Confidentiality. Customer and Consultants acknowledge and agree that the Specifications and all other documents and information related to the performance production creation or any expression of the services or work product are the property of Customer. Materials provided between Consultants and Customer the Confidential Information including but not limited to documentation product specifications drawings pictures photographs charts correspondence supplier lists financial reports analyses and other furnished property shall be the exclusive property of the respected owner the Owning Party and will constitute valuable trade secrets. Both parties shall continue to keep the Confidential Information in confidence and shall not at any time during or after the term of this Agreement without prior written consent from the owning party disclose or otherwise make available to anyone either directly or indirectly all or any part of the Confidential Information. Excluded from the Confidential Information definition is anything that can be seen by the public or had been previously made available by the owning party in public venue. 6. Equipment and Expenses. If Customer has made available to Consultants for Consultants use in performing the services for Customer such items of hardware and software as Customer and Consultants may agree are reasonably necessary for such purpose Consultants are obligated to return all Customer property currently in their possession at time and place of Customers choice. The following equipment and or services have been made available to Consultants and are hereby required to be return to Customer.
a Insert Equipment or Services description here b Insert Equipment or Services description here c Insert Equipment or Services description here 7. Expenses. Consultants will not be reimbursed for any expenses incurred in connection with the Services or Work Product whether direct or indirect without the express written approval of Customer. 8. General Provisions. 8 Entire Agreement. This Agreement contains the entire Agreement between the parties relating to the subject matter hereof and supersedes any and all prior agreements or understandings written or oral between the parties related to the subject matter hereof. No modification of this Agreement shall be valid unless made in writing and signed by both of the parties hereto. 8 Governing Law.
This Agreement shall be governed by and construed in accordance with the laws of the State of state or province. Exclusive jurisdiction and venue shall be in the county County state or province Superior Court. 8 Binding Effect. This Agreement shall be binding upon and inure to the benefit of Customer and Consultants and their respective successors and assigns provided that Consultants may not assign any of his obligations under this Agreement without Customers prior written consent. 8 Waiver. The waiver by either party of any breach or failure to enforce any of the terms and conditions of this Agreement at any time shall not in any way affect limit or waive such partys right thereafter to enforce and compel strict compliance with every term and condition of this Agreement. 8 Good Faith. Each party represents and warrants to the other that such party has acted in good faith and agrees to continue to so act in the negotiation execution delivery performance and any termination of this Agreement. 8 No Right to Assign. Consultants have no right to assign sell modify or otherwise alter this Agreement except upon the express written advance approval of Customer which consent can be withheld for any reason. Customer may freely assign its rights and obligations under this Agreement.
8 Attorneys Fees. In the event any party to this Agreement employs an attorney to enforce any of the terms of the Agreement the prevailing party shall be entitled to recover its actual attorneys fees and costs including expert witness fees. Each party represents and warrants that on the date first written above they are authorized to enter into this Agreement in entirety and duly bind their respective principals by their signature below. EXECUTED as of the date first written above. company name By signator authorized signature or signer. Job title of signator authorized signature or signer. Date when the contact was signed
company name By signator authorized signature or signer. Job title of signator authorized signature or signer. Date when the contact was signed Customer Initials Consultant Initials
CEASE AND DESIST LETTER current date CERTIFIED MAIL RETURN RECEIPT REQUESTED Insert Name of the Infringer
Insert Address of the Infringer Infringers Registered Agent Address of Infringers Registered Agent Re. company name v. Insert Name of the Infringer To Whom It May Concern. company name is the owner of United States Federal Trademark Registration No. Trademark Registration Number and other trademark registrations pertaining to this mark. company name uses this mark in the United States in conjunction with Insert description of how the Company uses the mark in commerce or in connection with the goods or services it provides. company names federal registration and recognition has been in full effect for over Insert Number of Years Registered years since the mark was registered and recorded by the United States Patent and Trademark Office see attached exhibits. company name legally owns the trademark upon which your Insert short description of how the infringement is taking place web site product advertisement etc is infringing. We have attached copy of the federal trademark registration data to this letter for your reference. company name believes that you are intentionally trading on the goodwill of company name by using trademark that is confusingly similar to Insert Trademark Description and that your use of the Trademark does or is intended to confuse or mislead customers seeking company names products or services. This activity is actionable under federal law and causes you to be liable to company name in every state in which you have made sales or done business. Your activities are unlawful and constitute unfair competition intentional trademark infringement and dilution false designation of origin or cyber squatting if the Trademark involves domain name
Federal Law provides numerous legal remedies for trademark infringement and dilution including but not limited to preliminary and permanent injunctive relief monetary damages claim to defendants profits destruction or confiscation of infringing products or items and in cases where infringement is shown to be willful and intentional legal fees and up to treble 3x monetary damages. company name prefers to resolve matters such as these without the need to take legal action but it is prepared to take any action it deems necessary to protect its rights and property. You may avoid legal action by having an authorized representative sign this notice as indicated below and return the signed letter to us at the address listed below on or before delivery date. This letter is sent without prejudice to company names rights and claims all of which are expressly reserved. first name last name Signature job title
company name address address city state or province zip or postal code Phone. phone number
Fax. fax number Email. e mail address The undersigned covenants to take the following actions. 1. Immediately cease and desist from any and all use of the infringing mark whether the marks are used in commerce or not now or in the future. 2. Insert whether transfer of rights of the undersigned to any infringing domain names or other property must occur and the terms of such transfer 3. Immediately cease the use and distribution of all infringing works works derived from the marks whether obscured or not and all copies of such infringing materials. 4. Deliver all unused undistributed copies of any infringing works or proof of the destruction of such copies.
Signature. Job title of signator authorized signature or signer. Date when the contact was signed
SERVICE TERMINATION AND SETTLEMENT AGREEMENT This Service Termination and Settlement Agreement hereafter referred to as the Agreement is made this current date by and between company name hereafter referred to as Customer and company name hereafter referred to as Company The undersigned to this agreement shall be referred to jointly as the Parties. WHEREAS Customer and Company have had an ongoing relationship where Company provided services to Customer; and WHEREAS Company holds intellectual property it rightly owns and has outstanding balances with Customer and WHEREAS the Parties wish to compromise and settle fully and finally all claims controversies or causes of action that they may have arising out of their relationship or any work performed by Company or arising from the cessation of Company providing services hereafter referred to as the Settlement NOW THEREFORE in reliance on the representations contained herein and in consideration of the mutual promises covenants and obligations contained herein and for other good and valuable consideration the receipt and sufficiency of which are hereby acknowledged the Parties agree as follows. 1. Settlement. a Company grants worldwide unrestricted license to use modify disassemble or sell the web site development project services etc. it developed for Customer including any of Companys custom programming source code or other files Company has an interest in that currently reside on web site server location etc. excepting those files that may be subject to another partys license or intellectual property rights. b Customer may continue to host its files on Company servers subject to our standard web hosting terms and conditions until they migrate off Company servers which will be no later than days from the signing of the Agreement. Customer will notify Company when migration is complete. Upon such notification web host services and access to Company servers shall end.
c Company shall grant access to Companys server to an agent Customer designates to facilitate transfer of their web site to new location for period not exceeding days. d Company shall accept Insert Amount as final payment for all outstanding balance owed to Company and for the rights to all other Customer files in Companys possession. There will be no extra payment required for these files. Files shall be provided as is. e Customer shall pay Company Insert Amount payable by Insert Method or Terms of Payment f Upon execution of this Agreement Company will grant access to Customers agent to facilitate the transfer of all files data and source code to another location. 2. Release.
Each party hereto agrees that this agreement is result of compromise and shall not be construed as an admission by it of. liability to any person or entity or breach of any agreement or violation of any law or regulation. Customer warrants that the agent designated by Customer is fully responsible for the migration and transfer of Customers files which includes but is not limited to Customers web site shopping cart other systems and related files. Company disclaims any and all responsibility for the migration and transfer of Customers files as defined above which is to be fully completed by Customers agent. Company hereby releases Customer from any and all claims demands tort damages or liability of any nature whatsoever prior to the date of this Agreement known or unknown which it may have. Consistent with the terms of this paragraph Company further agrees to refrain from bringing prosecuting or arbitrating any claim or lawsuit demand or cause of action either at law or in equity against Customer as the result of any act error or omission by Customer occurring up to and including the date of execution of this Agreement. Customer acting for itself and on behalf of its agents owners shareholders attorneys attorneys in fact assigns successors and heirs hereby unconditionally and irrevocably releases acquits forever discharges and covenants not to sue or be party to lawsuit against Company its owners predecessors successors subsidiaries affiliates assigns agents and any of their present or former directors officers employees or shareholders from any and all claims demands torts damages or liability of any nature whatsoever prior to the date of this Agreement known or unknown which Customer has or may have including but not limited to claims arising for breach of contract claims for equity awards claims for damages or any other federal state local or foreign laws statutes ordinances or regulations as well as rights under any common law causes of action. Consistent with the terms of this paragraph Customer further agrees to refrain from bringing prosecuting or arbitrating any claim or lawsuit demand or cause of action either at law or in equity against Company as the result of any act error or omission by Company occurring from the beginning of time up to and including the date of execution of this Agreement. 3. Non disparagement and Cooperation. Company agrees that it will not make any disparaging remarks statements or criticism including written or oral concerning or taking actions which are adverse to the interests of Customer its owners predecessors successors parents assigns or their current and former representatives agents officers employees directors board members and employees; nor will Company take any action that would cause Customer humiliation or embarrassment or otherwise cause or contribute to Customer being held in disrepute by the public or Customers clients customers users employees shareholders agents or vendors.
Customer agrees that it will not make any disparaging remarks statements or criticism including written or oral or take actions which are adverse to the interests of Company its owners predecessors successors parents assigns or their current and former representatives agents officers employees directors board members and employees; nor will Customer take any action that would cause Company humiliation or embarrassment or otherwise cause or contribute to Company being held in disrepute by the public or Companys clients customers users employees shareholders agents or vendors. For the first days following the date of this Agreement Company agrees to respond to reasonable inquiries and information requests by phone or email Insert Limitations Here when requested by Customer or Customers agent about matters or subjects Company was responsible for or worked on prior to the agreement. Nothing in this Agreement shall require Company to migrate move setup re program modify or assist Customer in the direct facilitation of moving Customers files off Company servers. Company shall not be entitled to further compensation for any services Company performs pursuant to this cooperation clause; however to the extent that Customer requests Companys cooperation Customer shall reimburse Company for reasonable expenses subject to Customers pre approval of those expenses. 4. General Provisions. 4 Entire Agreement. This Agreement contains the entire Agreement between the parties relating to the subject matter hereof and supersedes any and all prior agreements or understandings written or oral between the parties related to the subject matter hereof. No modification of this Agreement shall be valid unless made in writing and signed by both of the parties hereto. 4 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of state or province. Exclusive jurisdiction and venue shall be in the county County state or province Superior Court.
4 Binding Effect. This Agreement shall be binding upon and inure to the benefit of Customer and Company and their respective successors and assigns provided that Company may not assign any of his obligations under this Agreement without Customers prior written consent. 4 Waiver. The waiver by either party of any breach or failure to enforce any of the terms and conditions of this Agreement at any time shall not in any way affect limit or waive such partys right thereafter to enforce and compel strict compliance with every term and condition of this Agreement. 4 Good Faith. Each party represents and warrants to the other that such party has acted in good faith and agrees to continue to so act in the negotiation execution delivery performance and any termination of this Agreement. 4 Attorneys Fees. In the event any party to this Agreement employs an attorney to enforce any of the terms of the Agreement the prevailing party shall be entitled to recover its actual attorneys fees and costs including expert witness fees. Each party represents and warrants that on the date first written above they are authorized to enter into this Agreement in its entirety and duly bind their respective principals by their signature below.
EXECUTED as of the date first written above. company name By signator authorized signature or signer. Job title of signator authorized signature or signer. Date when the contact was signed company name By signator authorized signature or signer.
Job title of signator authorized signature or signer. Date when the contact was signed