This document sets forth the template contract to be entered into between a consultant
and an individual seeking job search and/or career advice. The draft form contains
numerous comments and optional language to ensure many common issues between
parties are addressed, including protecting confidential information and the potential for
optional dispute resolution provisions. The form is for use by an individual consultant or
consulting company when providing services to individuals seeking job search and/or
career advice.
CONSULTING AGREEMENT
THIS CONSULTING AGREEMENT ("Agreement") is made and entered into as of
the ___ day of _____, 20__, [Instruction: Insert date.] by and among _____
[Instruction: Insert client name.] ("Client"), and _____ [Instruction: Insert
consultant’s name.] ("Consultant").
WITNESSETH:
WHEREAS, Consultant is recognized as _____ [Instruction: Insert area of expertise.];
and
WHEREAS, the Client desires to retain Consultant to provide services related to and in
support of efforts in which Consultant has expertise; and
WHEREAS, Consultant is in the business of providing such consulting services and
has agreed to provide the services in accordance with the terms and conditions set forth in
this agreement.
NOW, THEREFORE, in consideration of this Agreement and other good and valuable
consideration, the receipt and sufficiency of which is hereby acknowledged, the parties
agree as follows:
1. Consultant shall furnish the Client with his best advice, information, judgment
and knowledge with respect to the services related to and in support of efforts in
which Consultant has expertise which is to be provided in accordance with this
Agreement. Specifically, Consultant shall _____. [Comment: Insert specific
duties Consultant shall have under Agreement.]
2. Client shall retain Consultant as set forth in this Agreement with respect to _____
[Instruction: Insert what Consultant will do for Client.].
3. The Consultant will _____ [Instruction: Insert broad details of what
consultant will do, e.g., assist Client in resume and cover letter drafting,
provide contact information for networking purposes, provide list of open
jobs, provide introductions to people, etc.]
4. The term of this Agreement shall begin on _____ [Instruction: Insert
commencement date.] and shall, subject to the provisions for termination set
forth herein, continue until and terminate on _____ [Instruction: Insert
termination date.]. [Comment: This language may not be appropriate for all
job search consulting services, as many executive recruiting consultants work
on an open-ended basis. In such an instance, please revise as necessary to
reflect the agreement between the parties.]
5. For all services that Consultant renders to the Client or any of its subsidiaries or
affiliates during the term hereof, upon obtaining a job acceptable to Client within
the field set forth herein, the Client will pay Consultant twenty-five percent (25%)
of the Client’s first year gross compensation, including a reasonable estimate of
any commissions, yearly bonuses, signing bonuses, and other incentives, as
indicated in the offer letter to the Client or as agreed upon at the time the search
assignment is initiated. The fee is on a contingency basis and only paid if Client
is hired at a job acceptable to Client within the field set forth herein.
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Notwithstanding the foregoing, there is a $5,000 nonrefundable initiation fee to
cover half of the administrative costs of conducting the search, payable upon
execution of this contract. The search will continue for 6 months or until a
placement is made, whichever comes first. Should Client be hired on a part-time
or contract basis (instead of on a full-time basis), the fee shall be 25% of the first
two year’s total Client billable hours (or other fee basis). This applies for two
years for all projects or services from the start of the first project or service
conducted by the Client for the organization. The calculation of fees excludes
normal expenses incurred by the Client in the course of the project(s) (e.g., travel,
phone, supplies, postage, etc.). Client will notify Consultant within 10 days of the
acceptance of a job offer. An invoice will then be sent to the Client, and payment
is due within 30 days. If Client quits the organization or is terminated for cause
(not reduction in force) within 180 days, then 50% of the fee will be refunded
(excluding initiation fee), or a new search will be conducted for 50% of the
normal fee (50% of 25%). [Comment: The fees set forth in this paragraph are
sample language only and should be tailored to reflect the parties’ fee
agreement.]
6. In the event Client is offered and accepts a position with any company to whom
Client was introduced or became a candidate with that company within a period
of one year from the date hereof, Client shall pay the fee set forth herein.
7. Client has not applied for and is awaiting a response for any position except as
follows: _____ [Instruction: Client should complete this section.]. In the event
Client is offered and accepts a position with any of the foregoing, no fee shall be
paid to Consultant.
8. Confidential Information and Intellectual Property.
1. Each party hereto shall maintain in strict confidence, and not use or
disclose except pursuant to written instructions from the other party, any
of such other party’s respective Trade Secret (as defined below), for so
long as the pertinent data or information remains a Trade Secret, provided
that the obligation to protect the confidentiality of any such information or
data shall not be excused if such information or data ceases to qualify as
such as a result of the acts or omissions of such other party. The
obligation to protect the confidentiality of such Confidential