Free Consultant Partnership Agreement Template
Consultant Partnership Agreement
This Consultant Partnership Agreement (the "Agreement") is made and entered into on this 3rd day of January, 2050, by and between:
[Your Company Name]
A company duly incorporated and existing under the laws of [Jurisdiction], with its principal office located at [Your Company Address] (hereinafter referred to as "Consultant"), and
[Partner Company Name]
A company duly incorporated and existing under the laws of [Jurisdiction], with its principal office located at [Partner Company Address] (hereinafter referred to as "Partner").
WHEREAS, Consultant is engaged in the business of providing expert consulting services in the field of strategic marketing, and
WHEREAS, Partner wishes to engage Consultant in a partnership to provide such consulting services to assist with Partner’s business growth and development.
NOW, THEREFORE, in consideration of the mutual covenants and promises set forth herein, the parties hereby agree as follows:
1. Scope of Services
1.1. Consulting Services: Consultant shall provide to Partner consulting services as described in the Statement of Work ("SOW") attached to this Agreement as Exhibit A. These services will include, but not be limited to:
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Market Analysis: Assessing and analyzing the market landscape, consumer behavior, and competitor strategies to help Partner identify new business opportunities and market gaps.
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Brand Strategy Development: Providing expert guidance on improving and optimizing brand positioning, ensuring the brand resonates with its target audience, and differentiates itself from competitors.
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Digital Marketing Campaigns: Designing and executing digital marketing strategies to increase brand awareness, customer engagement, and sales, utilizing platforms such as social media, search engines, and email marketing.
1.2. Additional Services: If Partner requires services outside the scope outlined above, these will be agreed upon in writing. Such additional services may include specialized research or strategic consultations, and will be billed at the rate of [$200] per hour. The additional services will be invoiced separately, and payment will be due within [30] days of receipt of the corresponding invoice.
1.3. Collaborative Effort: Both parties acknowledge that the success of the consulting services depends on cooperation and communication. Consultant will provide regular updates and recommendations to Partner, and Partner will provide necessary information, data, and feedback in a timely manner to ensure the success of the consulting engagements.
1.4. Project Deliverables: Consultant will deliver all project reports, presentations, and recommendations within the timelines outlined in the Statement of Work. Any delays in deliverables caused by Partner’s failure to provide requested information or approvals will not be considered the fault of Consultant.
2. Compensation
2.1. Fees: In exchange for the consulting services, Partner shall pay Consultant a fee of [$150] per hour, [$1,200] per day, or [$10,000] per month, whichever is applicable, as stated in the Statement of Work. Any fees for additional services or special requests will be provided in separate billing arrangements.
2.2. Payment Terms: Payment shall be made within [30] days of receipt of each invoice. Consultant will submit invoices for work completed at the end of each month, unless otherwise agreed upon in the SOW. All invoices will be sent to the Partner’s designated billing contact at [Partner's billing address]. Payments can be made via wire transfer or check.
2.3. Late Payment: If any payment is not made within [30] days of the invoice date, Partner agrees to pay a late fee of [5%] of the outstanding balance per month. Continued failure to pay will result in the suspension of services. Consultant reserves the right to discontinue providing services until outstanding invoices are settled.
2.4. Reimbursement of Expenses: Partner agrees to reimburse Consultant for any reasonable expenses incurred in the performance of the consulting services, such as travel, lodging, and materials. These expenses will be invoiced separately and must be paid within [30] days of the invoice date.
3. Term and Termination
3.1. Term: This Agreement shall commence on the effective date and continue for an initial term of [12] months. Thereafter, it will automatically renew for successive terms of [12] months unless terminated by either party in accordance with this Agreement. Either party can terminate this Agreement by providing written notice at least [60] days prior to the end of the initial or renewal term.
3.2. Termination for Convenience: Either party may terminate this Agreement at any time by providing [60] days written notice to the other party. Such termination shall not affect any obligations incurred before the termination date.
3.3. Termination for Cause: Either party may terminate this Agreement immediately if the other party materially breaches any of the terms herein and fails to cure such breach within [15] days of written notice of the breach. A material breach includes, but is not limited to, non-payment of fees, failure to cooperate, or violations of confidentiality obligations.
3.4. Obligations Upon Termination: Upon termination of this Agreement, Partner shall pay Consultant for all services rendered up until the date of termination, including any work performed and expenses incurred. Consultant shall deliver all completed work products and relevant information to Partner within [15] days following the termination.
3.5. Post-Termination Cooperation: Following termination, both parties agree to provide reasonable assistance to ensure a smooth transition and handover of any ongoing projects. Consultant agrees to assist Partner in transitioning any active projects to a new consultant or service provider.
4. Confidentiality
4.1. Confidential Information: Both parties agree to maintain the confidentiality of all proprietary information exchanged in connection with this Agreement, including, but not limited to, business plans, financial information, strategies, and other trade secrets. Neither party shall disclose such information to third parties without the prior written consent of the other party.
4.2. Non-Disclosure: The obligations of confidentiality shall survive the termination of this Agreement for a period of [5] years. Confidentiality obligations will apply to all oral, written, and electronic communications exchanged between the parties.
4.3. Exceptions: The obligations of confidentiality do not apply to information that (i) was already in the public domain at the time of disclosure, (ii) was disclosed by a third party not bound by confidentiality obligations, or (iii) is required to be disclosed by law or regulation.
5. Intellectual Property
5.1. Ownership of Work: Any intellectual property, including but not limited to, trademarks, copyrights, patents, designs, and documents created by Consultant in the course of providing services under this Agreement, shall remain the sole property of Consultant unless otherwise specified in writing. Consultant grants Partner a non-exclusive, non-transferable license to use such intellectual property for the duration of this Agreement.
5.2. Licensing: Partner agrees to use the intellectual property provided by Consultant only for its internal business purposes. The license shall not be transferred, sublicensed, or otherwise distributed without the prior written consent of Consultant.
5.3. Creation of New Intellectual Property: Any new intellectual property that is developed jointly by Consultant and Partner during the term of this Agreement shall be owned jointly, with each party having an equal share unless otherwise agreed upon in writing.
6. Indemnification
6.1. Indemnification by Consultant: Consultant agrees to indemnify and hold harmless Partner from any claims, damages, losses, or expenses arising from Consultant's negligence or willful misconduct in performing the services under this Agreement, including any legal fees associated with such claims.
6.2. Indemnification by Partner: Partner agrees to indemnify and hold harmless Consultant from any claims, damages, losses, or expenses arising from Partner’s use of the consulting services or any breach of this Agreement, including any legal fees associated with such claims.
6.3. Claims of Third Parties: If a third party asserts a claim against either party in connection with the services rendered under this Agreement, the party facing the claim will promptly notify the other party in writing. The indemnifying party agrees to defend the other party in such claims and assume full responsibility for any legal costs or damages.
7. Independent Contractor
7.1. Status: Consultant is an independent contractor and is not an employee, agent, or representative of Partner. Consultant shall have no authority to bind Partner or make any commitments on behalf of Partner, unless explicitly authorized by this Agreement.
7.2. No Benefits: Consultant is not entitled to any benefits, such as health insurance, paid time off, or retirement benefits, that may be available to Partner’s employees. Consultant shall be responsible for all taxes, insurance, and other costs associated with its operations.
8. Dispute Resolution
8.1. Mediation: In the event of a dispute arising under this Agreement, the parties agree to first attempt to resolve the dispute through informal mediation. The parties shall appoint a neutral mediator within [10] days of the dispute arising. Mediation costs shall be equally divided between the parties.
8.2. Arbitration: If the dispute cannot be resolved through mediation, it shall be resolved through binding arbitration in [City, State], under the rules of the International Chamber of Commerce or another agreed arbitration body. Any award rendered by the arbitrator may be entered as a judgment in any court of competent jurisdiction. The prevailing party shall be entitled to recover its reasonable legal costs and fees.
9. Miscellaneous
9.1. Entire Agreement: This Agreement, including all attachments and exhibits, constitutes the entire understanding between the parties and supersedes all prior discussions, agreements, or understandings related to the subject matter hereof.
9.2. Amendments: Any amendments to this Agreement must be in writing and signed by both parties. No verbal agreements or informal communications shall be deemed to alter or amend this Agreement.
9.3. Governing Law: This Agreement shall be governed by and construed in accordance with the laws of [State], without regard to its conflict of law principles.
9.4. Force Majeure: Neither party shall be held liable for failure or delay in performance due to circumstances beyond their reasonable control, including but not limited to natural disasters, acts of war, pandemics, or government regulations.
9.5. Severability: If any provision of this Agreement is determined to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
10. Signatures
By signing below, both parties acknowledge and agree to the terms of this Consultant Partnership Agreement.
Consultant:
[Your Company Name]
Name: [Your Name]
Title: [Your Title]
Date:
Partner:
[Partner Company Name]Name: [Partner Representative Name]
Title: [Partner Representative Title]
Date:
