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What is Security Provision Agreement?
Security Provision Agreement A Security Provision Agreement outlines terms for providing security services, specifying security requirements, responsibilities, and fees, often used in security and protection industries.
Sample template:
SECURITY PROVISION AGREEMENT
This Security Provision Agreement (the "Agreement") is made and entered into as of [Date], by and between Ethan Financial Services Inc., a [State] corporation ("Service Provider"), and [Client Name], a [State] [entity type] ("Client").
1. SERVICES
1.1. Security Services
Service Provider hereby agrees to provide the security services (the "Services") described in Exhibit A attached hereto and incorporated herein by this reference. The Services shall be provided at the location(s) specified in Exhibit A ("Premises").
2. SERVICE PROVIDER RESPONSIBILITIES
2.1. Personnel
Service Provider shall provide trained and qualified personnel to perform the Services. Service Provider shall ensure that all personnel comply with the requirements of this Agreement, applicable laws, and any rules and regulations established by Client.
2.2. Standards
Service Provider shall perform the Services in a competent, professional, and diligent manner, consistent with industry standards, and in accordance with all applicable federal, state, and local laws, rules, and regulations.
3. CLIENT RESPONSIBILITIES
3.1. Cooperation
Client shall cooperate with Service Provider and provide access to the Premises as reasonably necessary for the performance of the Services. Client shall provide such information and assistance as Service Provider may reasonably request in order to provide the Services.
4. FEES AND PAYMENTS
4.1. Fees
Client shall pay Service Provider for the Services at the rates set forth in Exhibit B attached hereto and incorporated herein by this reference.
4.2. Invoices and Payment
Service Provider shall invoice Client monthly for Services provided. Client shall pay each invoice within thirty (30) days of receipt. All payments shall be made in United States Dollars.
5. TERM AND TERMINATION
5.1. Term
This Agreement shall commence on the date first above written and shall continue for a period of one (1) year ("Initial Term"), unless earlier terminated in accordance with the terms hereof. This Agreement shall automatically renew for additional one (1) year periods (each a "Renewal Term") unless either party provides written notice of non-renewal at least thirty (30) days prior to the expiration of the then-current term.
5.2. Termination for Convenience
Either party may terminate this Agreement for any reason upon thirty (30) days' written notice to the other party.
5.3. Termination for Cause
Either party may terminate this Agreement for cause if the other party breaches a material term of this Agreement and fails to cure such breach within thirty (30) days of receipt of written notice specifying the breach.
6. CONFIDENTIALITY
Each party shall maintain in strict confidence all confidential and proprietary information of the other party disclosed or obtained in connection with this Agreement ("Confidential Information"), and shall not disclose or use such Confidential Information without the disclosing party's prior written consent, except as necessary to perform its obligations under this Agreement.
7. INDEMNIFICATION
Each party shall indemnify, defend, and hold harmless the other party, its employees, and agents from and against any and all claims, liabilities, damages, and expenses (including, without limitation, reasonable attorneys' fees and costs) arising out of or resulting from the indemnifying party's breach of this Agreement or its negligence or willful misconduct.
8. LIMITATION OF LIABILITY
IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE, OR SPECIAL DAMAGES ARISING IN CONNECTION WITH THIS AGREEMENT, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
9. GOVERNING LAW AND JURISDICTION
This Agreement shall be governed by and construed in accordance with the laws of the United States and the State of [State], without giving effect to any conflict of laws principles. Any legal action or proceeding arising under or in connection with this Agreement shall be brought exclusively in the state or federal courts located in [County], [State], and the parties hereby consent to the personal jurisdiction and venue thereof.
10. ENTIRE AGREEMENT
This Agreement, together with its Exhibits, contains the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior oral and written agreements, understandings, and negotiations between the parties with respect thereto.
11. AMENDMENTS AND WAIVERS
No amendment, modification, or waiver of any provision of this Agreement shall be effective unless it is in writing and signed by both parties.
IN WITNESS WHEREOF, the parties have executed this Security Provision Agreement as of the date first above written.
CLIENT: SERVICE PROVIDER:
[Client Name] Ethan Financial Services Inc.
By: ______________________________ By: ______________________________
[Client Authorized Signatory] [Service Provider Authorized Signatory]
Title: _____________________________ Title: _____________________________
Date: ______________________________ Date: ______________________________
EXHIBIT A
Security Services and Premises
EXHIBIT B
Fees and Payment Schedule
Common Sections of a Security Provision Agreement
In this Security Provision Agreement, you will see the following sections:
- Services
- Service Provider Responsibilities
- Client Responsibilities
- Fees and Payments
- Term and Termination
- Confidentiality
- Indemnification
- Limitation of Liability
- Governing Law and Jurisdiction
- Entire Agreement
- Amendments and Waivers
Going indepth - Summary of each section:
- Services : This section outlines the security services that the Service Provider will provide to the Client. These services are detailed in Exhibit A and will be performed at the specified location(s).
- Service Provider Responsibilities : This section explains the Service Provider's obligations, such as providing trained and qualified personnel, ensuring compliance with the agreement, laws, and Client's rules, and maintaining professional standards.
- Client Responsibilities : This section describes the Client's obligations, including cooperating with the Service Provider, providing access to the premises, and assisting the Service Provider as needed.
- Fees and Payments : This section details the fees the Client will pay the Service Provider for their services, as outlined in Exhibit B. It also explains the invoicing and payment process, including the 30-day payment window.
- Term and Termination : This section establishes the duration of the agreement (one year) and the renewal process. It also explains how either party can terminate the agreement for convenience or cause, with appropriate notice and conditions.
- Confidentiality : This section requires both parties to maintain the confidentiality of any proprietary or confidential information obtained during the agreement and not to disclose or use it without prior written consent.
- Indemnification : This section states that each party will indemnify, defend, and hold the other harmless from any claims, liabilities, damages, or expenses resulting from a breach of the agreement or negligence/willful misconduct.
- Limitation of Liability : This section limits both parties' liability for indirect, incidental, consequential, exemplary, punitive, or special damages related to the agreement, even if they were advised of the possibility of such damages.
- Governing Law and Jurisdiction : This section specifies that the agreement will be governed by the laws of the United States and the State where the agreement is made. It also establishes the exclusive jurisdiction for any legal action related to the agreement.
- Entire Agreement : This section states that the agreement, along with its exhibits, represents the entire understanding between the parties and supersedes any prior agreements or negotiations.
- Amendments and Waivers : This section explains that any changes or waivers to the agreement must be in writing and signed by both parties to be effective.
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