Terms and Conditions
The sole right to provide billing services to the client belongs to SBN USA LLC.
Prohibition of soliciting customers, clients, and employees.
- During and after the termination of this Agreement for two (2) years, Client and SBN USA LLC are prohibited from:
- Directly or indirectly persuading the other party's customers or clients to choose another party or similar business.
- Directly or indirectly advising or requesting the other party's customers or clients to reduce, cancel, or withdraw their business.
- Disclosing to any person or entity the names or addresses of the other party's customers or clients.
- Attempting to hire or enticing away any employee, agent, or former employee or agent of the other party or hiring them in any capacity or business.
- No disparaging comments about the other party or its members, officers, directors, employees, or agents.
Confidentiality
Both parties must maintain confidentiality and refrain from sharing or utilizing any Confidential Information belonging to the other party, except when necessary to fulfill obligations under this Agreement.
Restriction on competition.
- For the duration of this Agreement and one (1) year following its termination for any reason, both Client and SBN USA LLC are prohibited from:
- Engage in any business activity that competes with the other party's business, either directly or indirectly.
- Neither party shall own, manage, operate, control, be employed by, participate in, or invest in any entity involved in a business activity that competes with the other party's business.
Compensation for damages.
The Client is responsible for compensating, protecting, and defending SBN USA LLC against any claims, losses, liabilities, damages, costs, and expenses (including legal fees) resulting from or related to any violation of this Agreement by the Client.
Duration and Conclusion.
- This Agreement will take effect on the date of the last signature below and will remain valid for one (1) year. It will then renew automatically for additional one (1) year periods, unless one party notifies the other in writing of their intention not to renew at least thirty (30) days before the current term expires.
- One party can terminate this Agreement with written notice to the other party if the other party:
- Violates a significant term of this Agreement and does not remedy the violation within thirty (30) days after receiving written notice.
- Engages in an act of bankruptcy or insolvency, makes an assignment for the benefit of creditors, or initiates any proceeding under any bankruptcy or insolvency law.
The Severability Clause
Suppose, for any reason, a court of competent jurisdiction finds any provision of this Agreement invalid or unenforceable. In that case, that provision will be enforced to the maximum extent permissible, and the other provisions of this Agreement will remain in full force and effect.
Governing Law and Venue Provision
The internal laws of the State of New York shall govern this Agreement and any issues related to it, without applying any choice or conflict of law provision or rule.
