Pearagon Agreement Terms
Expectations: The Client should expect expertise and quality of work to the extent that Pearagon can provide with its team of experts.
Pearagon will require feedback to any items provided or created by Pearagon for the Client within a reasonable time during the course of this contract and provides guarantee of its work. Any projects or deliverables that do not meet normal quality standards as agreed upon by both parties will be reworked at the expense of Pearagon.
Reimbursement of Travel Expense: Client agrees to reimburse Pearagon for mutually agreed upon actual travel expenses incurred in the execution of this agreement. Travel must be authorized by Client in writing before expenses are incurred.
Payment/Invoicing: Checks, payable to Pearagon Consulting, LLC, may be delivered in person or may be sent to: 3300 N. Triumph Boulevard Suite 100, Lehi, UT 84043. Credit Cards are accepted online with invoice.
Non-refundable Deposit: Upon execution of this contract and before work can commence, Client must pay a non-refundable deposit in the amount of fifty-percent (50%) of the total agreement amount. The deposit shall be applied towards the full amount of the agreement.
Late Fees: Net terms of 15 days are set forth for any milestone or continuous work payments from the time an invoice is issued. A late fee of 5% of the due amount will be assessed for any payments not made by the invoice due date. Please contact firstname.lastname@example.org for any questions.
Project Completion Delayed: Invoices will be sent out for outstanding amounts for projects not completed if client doesn't respond within 30 days to requests or communications. Pearagon's team will make efforts in the first 2 weeks to call and the following 2 weeks we'll send emails before a final invoice will be sent. Remaining items for the project will stand for completion still, but prepayment of the remaining project will need to be made before continuing. Clients who continue to communicate regularly will not incur prepayment, but some milestone payments may be requested first on projects taking over 2 months to complete due to delays on the Clients part.
Confidentiality: Parties agree to not disclose any confidential or proprietary information of any party involved with any portion of this agreement. In addition, Parties will not release any information to third parties or make any public statements about this engagement without the other party’s express written consent. Client authorizes Pearagon to share required, relevant information with third parties engaged to fulfill the Scope of Work contained herein. For the avoidance of doubt, Client's confidential or proprietary information, includes without limitation, all non-public customer, sales, marketing, financial, product, technology and business information.
Data: During the course of engagement Pearagon will have access to data and will carry responsibility for any data they obtain from the Client, visible or otherwise downloaded. Pearagon does not distribute or use any client data for personal use or gain. All downloaded data that runs through Pearagon is saved to a secure folder with restricted access. After completion of the project(s), the data collected (electronic or written) will be destroyed, deleted, or removed promptly or after 30 days of no client response. Data is used for manipulation and backup during the course of the project(s). If data is compromised while in the hands of Pearagon, Pearagon will make all efforts to let the client know when the breach occurred and what data was possibly compromised. Pearagon carries no responsibility for the third party programs the Client uses and their ability to store or disperse data, including HubSpot and any of its tools.
Cooperation: Client agrees to provide full and immediate access to items requested by Pearagon including; relevant information, data, receipts, records, employees, affiliates, vendors and other resources that may be required to perform the Scope of Work contained herein.
Intellectual Property: Pearagon shall own all right, title and interest in all intellectual property that proceeded before the performance of this contract. Intellectual property includes names, logos, technology, software, reports, tools, spreadsheets, presentations, cost information, and all data developed by Pearagon. Client agrees to not share, distribute and/or communicate Pearagon’s intellectual property without the express written consent of Pearagon. In addition, Pearagon holds rights to discoveries not already held by the client. All intellectual property, names, logos, technology, software, reports, tools, spreadsheets, presentations, cost information, and all data of the Client remains subject to confidentiality and use as agreed upon.
Work for Hire: As between Pearagon and Client, all right, title and interest in any deliverable produced or provided by Pearagon in the performance of this Agreement shall be the property of Client. Pearagon agrees that any contribution by Pearagon or its employees to the creation of any deliverables hereunder shall be considered works made for hire by Pearagon for Client and that such deliverables shall, upon creation, be owned exclusively by Client.
Arbitration: Parties agree that any dispute that cannot be resolved by the Parties after referral to senior management shall be settled by binding arbitration where no arbitrator shall be an officer, servant, employee or agent or former officer, servant, employee or agent of or have any material interest in the business of or in any party or any affiliate of any party. The Federal and State Courts located in Utah shall have sole and exclusive jurisdiction over any disputes arising under the terms of this agreement.
Standard of Care: Pearagon will perform the scope of services in a manner compatible with generally accepted professional practices for projects of the same type in this geographical area.
Please email any questions on these terms to your Account Manager or to email@example.com.