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CONSULTING AGREEMENT
This Consulting Agreement (the "Agreement") dated as of [insert date] is entered into by [insert name of party seeking the services] (the "Company") [if this party is an individual and not an entity then substitute the last name of individual for "Company" here and below] and [insert name of company or individual providing the services] (the "Consultant").
In consideration of the mutual promises, terms and conditions stated below the parties agree as follows.
Terms
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1.
Provision of Services. Company engages Consultant to provide, and Consultant agrees to provide, the following consulting services (the "Services"): [insert description of the Services and any schedule for completing different stages of the Services].
2.
Compensation. In consideration for Consultant's Services, Company agrees to pay Consultant as follows: [insert amount(s) and time(s) of payment(s)]. If approved in advance in writing by Company, Consultant will also be reimbursed for the following out of pocket expenses incurred in performing the Services: [insert reimbursable categories, for example, travel, meals].
3.
Term. This Agreement will begin on [insert date] and will terminate on [insert date]. In addition, Company may terminate this Agreement upon 30 days written notice to Consultant. In the event of any such termination, Consultant shall be compensated pro rata for compensation and expenses incurred, in accordance with Section 2, with respect to Services performed through the effective date of termination, but will not be entitled to any additional compensation.
4.
Confidential Information and Inventions. Consultant agrees to simultaneously sign a Confidentiality Agreement and Consultant Invention Assignment Agreement. The obligations under these agreements shall survive termination of this Agreement for any reason.
5.
Non-Solicitation. During the term of this Agreement, and for a period of one year afterwards, Consultant will not directly or indirectly solicit for employment, employ, consult with, or otherwise retain the services of any of Company's employees.
6.
Independent Contractor. The Consultant's relationship with Company is that of independent contractor. This Agreement is not intended to create an employer-employee relationship. The compensation stated above is the sole compensation due Consultant for the Services provided. Consultant is responsible for paying all taxes levied on the compensation income and understands that Company will not withhold any amounts for payment of payroll or related taxes from Consultant's compensation. Consultant shall have no right to represent or bind the Company to third parities or to act in the Company's name.
7.
No Conflict of Interest. During the term of this Agreement, Consultant will not accept work or enter into a contract with a competitor of the Company.
8.
Electronic Signatures. This Agreement and any written notice, consent, agreement or document provided for in this Agreement shall be deemed signed if the person's name is placed on the document whether by manual signature, electronic transmission or facsimile transmission by the person.
9.
Other Provisions. This Agreement embodies the entire understanding between the parties with regard to its subject matter and replaces all prior agreements. This agreement may not be assigned or modified without the written consent of both parties. This agreement is governed by the law of the state of ________________, without regard to its conflict of law principles. Any notice to either party may be sent by email, United States Mail or expedited delivery service.



This Agreement will be governed by the laws of:
(Usually the state in which you are conducting business)
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PARTY (FROM) ACKNOWLEDGEMENT
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PARTY ACKNOWLEDGEMENT
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