Consulting Agreement
This Consulting Agreement (the “Agreement” or “Consulting Agreement”) states the terms and conditions that govern the contractual agreement between Access to the Top Management Group having its principal place of business at 2501 Chatham Road #8196, Springfield, IL 62704 (the “Consultant”), and You (the “Client”) who agrees to be bound by this Agreement.
WHEREAS, the Consultant offers consulting services in the field of Organizational change(s); and
WHEREAS, the Client desires to retain the services of the Consultant to render consulting services with regard to organizational change recommendations according to the terms and conditions herein.
NOW, THEREFORE, in consideration of the mutual covenants and promises made by the parties hereto, the Consultant and the Client (individually, each a “Party” and collectively, the “Parties”) covenant and agree as follows:
1. Term
This Agreement shall begin on the date the consultant receives payment from the client and continue without an end.
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Either Party may terminate this Agreement for any reason with 30 days written notice to the other Party.
2. Consulting Services
The Consultant agrees that it shall provide its expertise to the Client for all things pertaining to organizational change recommendations.
3. Compensation
In consideration for the Consulting Services, the Client shall pay the Consultant at the agreed upon predetermined rate. The Consultant shall invoice the Client once the quote for work is agreed by each party and such invoices shall be due and payable before the consultant will begin stated work.
4. Intellectual Property Rights in Work Product
The Parties acknowledge and agree that the consultant will hold all intellectual property rights in any work product resulting from the Consulting Services including, but not limited to, copyright and trademark rights. The client agrees not to claim any such ownership in such work products intellectual property at any time prior to or after the completion and delivery of such work product to the Client.
5. Confidentiality
The Consultant shall not disclose to any third party any details regarding the Client’s business, including, without limitation any information regarding any of the Client’s customer information, business plans, or price points (including anything else deemed as “Confidential Information” by both parties), (ii) make copies of any Confidential Information or any content based on the concepts contained within the Confidential Information for personal use or for distribution unless requested to do so by the Client, or (iii) use Confidential Information other than solely for the benefit of the Client.
6. Noncompetition
During the term of this Agreement and for 12 calendar months thereafter, the Consultant reserves the right to engage, directly or indirectly, as an employee, officer, manager, partner, manager, consultant, agent, owner or in any other capacity, in any competition with the Client or any of its subsidiaries, including any company engaged in client’s industry of business.
7. Non-solicitation of Customers
During the term of this Agreement and for 12 calendar months thereafter, the Consultant reserves the right to, directly or indirectly, solicit or attempt to solicit any business from any of the Company’s clients, prospects, employees or contractors.
8. Non-solicitation of Employees
During the term of this Agreement and for 12 months thereafter, the Consultant reserves the right to, directly or indirectly, recruit, solicit, or induce, or attempt to recruit, solicit, or induce, any of the Company’s employees, or contractors for work at another company.
9. Indemnification
The Client agrees to indemnify, defend, and protect the Consultant from and against all lawsuits and costs of every kind pertaining to the Client’s business including reasonable legal fees due to any act or failure to act by the Client based upon the Consulting Services.
10. No Modification Unless in Writing
No modification of this Agreement shall be valid unless in writing and agreed upon by both Parties.
11. Applicable Law
This Consulting Agreement and the interpretation of its terms shall be governed by and construed in accordance with the laws of the State of Illinois and subject to the exclusive jurisdiction of the federal and state courts located in Sangamon County, IL.