This Consulting Services Agreement (the "Agreement") is entered into on   (the "Effective Date") by and between
 , an individual having their usual place of living at  (the "Client"), andÂ
 , an individual having their usual place of living at  (the "Consultant"), collectively referred to as the "Parties" and individually as a "Party".Â
WHEREAS the Consultant offers consulting services in the field of  ;
WHEREAS the Consultant possesses the necessary skills and qualifications, expertise, and experience to deliver consulting services effectively;
WHEREAS the Client is willing to engage the independent Consultant to perform consulting services;
NOW, THEREFORE, in consideration of the mutual covenants and representations set forth in this Agreement, the Parties hereby agree as follows:
Description of the servicesThe Client agrees to engage the Consultant to provide the following consulting services (the "Services"):
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The Consultant shall perform the Services personally and has the right to hire or subcontract any other third party to perform the Services in full or partially with the Client's written consent. The Consultant is solely responsible for the quality, confidentiality, and timely completion of the Services by the third parties.
The Client shall pay the Consultant compensation (the "Consultant's Fee") for the Services provided under this Agreement. The Consultant's Fee shall be paid as a one-time fee of  . The payment should be made  .
Payment method: the Client shall pay the Consultant by cash.
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The Client agrees to reimburse the Consultant for reasonable and preapproved out-of-pocket expenses incurred in connection with the performance of the Services outlined in this Agreement.
The Client shall reimburse the Consultant for approved out-of-pocket expenses within  days after receiving the final report, including the actual expenses with supporting documentation.
The Parties acknowledge and agree that the Client shall hold all intellectual property rights in any work product resulting from the Services, including but not limited to copyright and trademark rights. The Consultant agrees not to assert any claim to such intellectual property ownership at any time, whether before or after completion and delivery of the Services to the Client.
Independent consultant statusIt is expressly understood and agreed that the Consultant is an independent contractor and not the Client's employee, partner, or agent. The Consultant shall have no authority to bind the Client and shall not be entitled to any employee benefits, including but not limited to health insurance, retirement benefits, or paid leave.
Liability and indemnificationThe Consultant shall be liable for any damages that result from the Consultant's negligence, misconduct, or improper actions during the performance of this Agreement.
The Consultant agrees to indemnify and hold harmless the Client from and against any claims, demands, suits, actions, damages, losses, liabilities, costs, and expenses, including reasonable attorney's fees, resulting from or related to the Consultant's performance under this Agreement, except for claims caused by the Consultant's negligence or willful misconduct.Â
ConfidentialityÂÂ
The Consultant shall not disclose to any third party any details regarding the Client's business, including but not limited to any information regarding any of the Client's customer information, business plans, or price points (the "Confidential Information"). The Consultant shall not make copies of the Confidential Information or any content based on the concepts contained within the Confidential Information for personal use or distribution without explicit request or authorization from the Client. The Consultant shall not use the Confidential Information for any purpose other than the direct benefit of the Client.
This confidentiality clause shall remain in effect after the termination or expiration of this Agreement.
During the term of this Agreement and for a period of twelve months following its termination, the Consultant shall not engage, whether directly or indirectly, as an employee, officer, manager, partner, manager, consultant, agent, owner, or in any capacity, in any competition with the Client or any subsidiaries, including any company engaged in the securities market.
During the term of this Agreement and for a period of twelve months following its termination, the Consultant shall not, directly or indirectly, solicit or attempt to solicit business from any clients, prospects, employees, or contractors of the Company.
Neither Party shall be liable for any failure to perform or delay in performing the obligations under this Agreement if such failure or delay is caused by events of force majeure, including but not limited to acts of God, war, terrorism, strikes, lockouts, labor disputes, pandemics, epidemics, governmental regulations, or any other similar cause beyond the reasonable control of the affected Party. In the case of force majeure, the affected Party shall immediately notify the other Party in writing and provide reasonable proof of the cause of the delay or inability to perform the obligations. The Party affected by force majeure shall endeavor to mitigate the consequences of such circumstances and resume the performance of responsibilities as soon as possible after the circumstances cease to exist.
If the force majeure circumstances last more than   days, either Party may terminate this Agreement by giving written notice to the other Party. In this case, neither Party shall be liable to the other Party for any damages arising from the termination of this Agreement.
NoticesÂ
Any notice or communication required under this Agreement shall be sufficiently given if delivered personally or by certified mail, a return receipt requested to the address set forth in the opening paragraph, or to such other address as one Party may have furnished to the other Party in writing. It may also be delivered to the email address set forth below.
If to the Client: Â
If to the Consultant: Â
Either Party may change its registered mail or email address for receipt of notices by giving written notice to the other Party.Â
Term and terminationThis Agreement shall commence on the Effective Date and shall continue until   unless terminated earlier under the terms of this Agreement. Either Party may terminate this Agreement by providing  days written notice to the other Party.
In addition, either Party may immediately terminate this Agreement by providing written notice to the other Party if the other Party becomes insolvent or files for bankruptcy.
Upon termination of this Agreement, the Client shall pay the Consultant for all Services satisfactorily completed through the date of termination.
Governing law and dispute resolutionÂ
This Agreement shall be governed by and construed in accordance with the laws of the State of  , except for its conflict of laws principles. Any disputes related to this Agreement that cannot be resolved by negotiations and mutual agreement shall be resolved by the courts of the State of  .
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Entire agreement
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The Agreement constitutes the entire understanding between the Parties concerning the subject matter hereof and supersedes all prior and contemporaneous agreements, whether oral or written.
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Severability
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If any provision of this Agreement is found invalid or unenforceable, the remaining provisions shall remain valid and enforceable.
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Waiver
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The failure of any Party to enforce a particular provision of this Agreement shall not constitute a waiver of their right to enforce that provision in the future.
IN WITNESS WHEREOF, the Parties have signed this Agreement as of the Effective Date.
THE CLIENT |
THE CONSULTANT |
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 , USA |  , USA |
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__________________________________ (Place for signature) |
__________________________________ (Place for signature) |
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