This Consulting Agreement with a provision for revenue sharing may be used by a
consultant or a business, in situations where both parties are considering entering into a
business relationship. This contract is in column form, and it contains terms and
conditions that are standard for this type of agreement. This form should be used when
the user wishes to enter into a consulting agreement with a consultant with a profit
sharing provision, or if one is a consultant entering into an agreement where there will
be a profit sharing arrangement.
_________________________
CONSULTING AGREEMENT
This ___________________ prior to the expiration of the then existing
Consulting Agreement (this “Agreement”) is Term. Notwithstanding the above,
entered into by and between Company shall have the right to terminate
_______________________________ this Agreement, for any reason, at any time
(“Company”), and _______________ upon ____ (__) days’ written notice and
(“Consultant”), as of this __ day of Consultant shall have the right to terminate
__________ _______ (the “Effective this Agreement, for any reason, at any time
Date”). Each of Company and Consultant is upon ____ (__) days’ written notice. In the
sometimes referred to in this Agreement as a event of such termination, Consultant shall
“Party,” and together as the “Parties.” be paid for any portion of the Services that
1. Consulting Relationship. have been performed prior to such
During the term of this Agreement, termination.
Consultant will provide consulting services 5. Independent Contractor;
(the “Services”) to Company as described in Work for Hire. It is the express intention
Exhibit “A” attached to this Agreement. of the Parties that Consultant’s relationship
Consultant hereby represents and warrants to Company will be that of an independent
to Company that Consultant has the contractor and not that of an employee, joint
qualifications, experience, and ability to venturer, or partner of Company. Nothing
competently perform the Services. in this Agreement shall be interpreted or
2. Fees. As consideration for construed as creating or establishing the
the Services to be provided by Consultant relationship of employer and employee
and Consultant’s other obligations set forth between Company and Consultant. Each of
in this Agreement, Company shall pay to Company and Consultant hereby
Consultant the amounts specified in Exhibit acknowledges and agrees that all
“A” at the times specified therein. Consultant’s work product in connection
with performing the Services (hereinafter
3. Expenses. Consultant shall
“Work Product”) will be deemed a
not be authorized to incur on behalf of
commissioned “work for hire” owned by
Company any expenses without the prior
Company. In the event Consultant’s Work
written consent of Company. As a condition
Product is determined not to be a “work for
to receipt of reimbursement, Consultant
hire” or in the event such doctrine is not
shall be required to submit to Company
effective, then Consultant hereby
reasonable evidence that the amount
irrevocably assigns, conveys, and otherwise
involved was expended and related to the
transfers to Company, and its respective
Services provided under this Agreement.
successors, licensees, and assigns, all right,
4. Term and Termination. title, and interest worldwide in and to such
Consultant shall serve as a consultant to Work Product and all proprietary rights
Company for a term commencing on the therein, including, but not limited to, all
Effective Date of this Agreement and copyrights, trademarks, design patents, trade
continuing for a period of secret rights, moral rights, and all contract
___________________ (__) months and licensing rights, and all claims and
(hereinafter the “Term”). Thereafter, the causes of action with respect to any of the
Term of this Agreement shall automatically foregoing, whether now known or hereafter
renew for successive periods of to become known. In the event Consultant
_____________________ (__) months, has any right in the Work Product that
unless either Party provides written notice of cannot be assigned, Consultant agrees to
its intent not to renew, at least ___ (__) days
© Copyright 2013 Docstoc Inc. registered document proprietary, copy not 2
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CONSULTING AGREEMENT
waive enforcement worldwide of such right organization, and Consultant’s partners,
against Company, its distributors, and its agents, and employees, including state
customers or, if necessary, to exclusively workers’ compensation insurance coverage
license such right worldwide to Company requirements and any U.S. immigration visa
with the right to sublicense through multiple requirements. Consultant hereby agrees to
tiers of sublicensees. The rights set forth indemnify, defend, and hold Company
above in this Section 5 are assignable by harmless from any liability for, or
Company. assessment of, any claims or penalties with
(a) Method of Provision respect to such withholding taxes, labor, or
of Services. Consultant shall be solely employment requirements, including any
responsible for determining the method, liability for, or assessment of, withholding
details, and means of performing the taxes imposed on Company by the relevant
Services. Company shall retain the right, taxing authorities with respect to any
however, to ensure that the project is being compensation paid to Consultant or
performed according to agreed upon Consultant’s assistants, partners, agents, or
specifications. employees.
(b) No Authority to 6. Supervision of Consultant’s
Bind Company. Neither Consultant, nor Services. All of the Services