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THIS AGREEMENT, made as of this
, by and between Resources & Development. Consulting Staff member "Consultant") [or Resources & Development] and
, with a place of business located at
(here-in after referred to as the "Company")
Consultant possesses valuable knowledge, experience and
skills in the area of Financial Analysis which the
Company believes will contribute to the success of its business;
the Company desires to procure the services of Consultant
and Consultant is willing to contract for specific projects
with the Company, upon the terms and subject to the conditions
hereinafter set forth; and
THEREFORE, intending to be legally bound, the Company agrees
to contract for the services of the Consultant and the Consultant
agrees to become associated with the Company upon the following
terms and conditions:
APPOINTMENT, LEGAL RELATIONSHIP; DUTIES
The Company hereby appoints the Consultant for the Company's
project, and in such capacity, the Consultant and the Company
shall use their best efforts and/or abilities in the performance
of the duties hereunder. The Company may, from time to time,
contract with the Consultant for other services and other
specific projects as agreed to by the parties.
Consultant shall act as an independent contractor and nothing
herein shall be construed to create the relationship of
employer and employee between Consultant and the Company.
Consultant shall at all times be free to exercise his own
initiative, judgment and discretion as to how to conduct
and operate his business. Consultant shall have absolute
discretion as to his working methods, hours and means of
operation and the Company shall have no right to direct
or control Consultant with respect to his activities hereunder.
Consultant shall not be treated as an employee for purposes
of the Federal Insurance Contributions Act, the Social Security
Act, the Federal Unemployment Act, income tax withholding
and applicable states laws, including, without limitation,
those pertaining to workers' compensation, unemployment
compensation and state income tax withholding.
For the consideration of a standard "Financial Blueprint"
consulting package the company agrees to pay $0.75
per square foot (or $750 Minimum and not exceed $7500),
to be paid as follows:
$750 down payment before project begins.
if project should exceed $750 minimum, the balance of "Financial
contract is due after initial consultation and upon delivery
of the first draft of the " Financial Blueprint™
signing or submitting this contract, the company or client
agrees to allow their credit card to be charged for the
remainder balance on the 10th day after shipment
of the first draft, unless prior arrangements, by company
or client, are made.
expenses or additional fees due to change in size and scope
of work will be billed as incurred and payable upon receipt
All payments to be made to Resources & Development,
2430 Pickwick Dr, Henderson, NV 89014.
Additional services will be provided on an as-needed basis
as agreed to by the Consultant and the Company, beginning
on or about the effective date of this Agreement. The Company
will effect payment to the Consultant for services rendered
at the rate of $200 per hour, and/or at a rate of $1300
Consultant will be reimbursed for such reasonable travel
and away-from-home living expenses, necessary and actually
incurred in performance of services, as have been authorized
in advance and in writing by the Company. Consultant agrees
to supply to the Company receipts and other supporting documentation
for expenses to be reimbursed.
Through close consultations and discussions between Consultant
and Company, the Consultant will deliver to the Company
his/her best financial analysis with the data available,
of the Company’s project. It will include a module for every
square foot of the Company’s facility, a summary of expected
revenue, expenses, profits, breakeven analysis, monthly
cash flow, 5 year forward forecast, expected payroll, set-up
expenses and square foot analysis. It will be bound and
ready for presentation and may be used as the financial
portion of the Company’s business plan. The data will be
considered the property of the Company, however the tools
used to build the financial model will remain property of
CONSULTANT'S COVENANTS, REPRESENTATIONS; WARRANTIES
Consultant acknowledges and agrees that any and all work
product directly connected and/or associated with the services
rendered hereunder, including, but not limited to, material,
writings, samples, reports, pictures and the like which
the Consultant drafts, makes, conceives, invents, develops
in the performance of the services hereunder, either solely
and/or jointly with the Company shall be the sole and exclusive
property of the Company. Consultant further acknowledges
that such material shall be considered work-for-hire and
Consultant acknowledges the Company's sole and exclusive
right to such copyright, patent, trademarks, trade-names
and other intellectual property right claims for said materials.
Consultant agrees not to publish, submit for publication,
display or otherwise use said material for any reason whatsoever,
without the express written consent of the Company.
Consultant shall consider the work performed hereunder and
the results thereof, as well as all information, documents
and other materials provided by the Company to Consultant
in order to assist Consultant in the performance of its
duties herein (collectively referred to as "Confidential
Information"), as confidential and proprietary to the
Company. Consultant agrees to maintain in confidence for
a period of three years all Confidential Information and
not to divulge such Confidential Information in whole or
in part to any third party, and not to make use of such
Confidential Information other than in relation to the needs
of the Company, without the prior written permission of
the Company. This obligation shall not apply to:
Confidential Information which at the time of disclosure
to Consultant is in the public domain; or
Confidential Information which, after disclosure to Consultant,
becomes part of the public domain by publication or otherwise,
other than by an unauthorized act or omission of consultant;
Confidential Information which Consultant can show by written
records was within its possession at the time of the disclosure
which was not acquired, directly or indirectly, from the
Confidential Information which Consultant rightfully receives
from a third party and which was not acquired, directly
or indirectly, from the Company.
Any controversy or claim arising out of or relating to this
Agreement, or its breach, will be settled exclusively and
confidentially by final and binding arbitration in accordance
with the commercial arbitration rules of the American Arbitration
Association, except that judgment on the award rendered
by the arbitrator selected may be entered in any court with
The parties agree to hold each other harmless for any loss
of any kind suffered as a result of the errors or omissions
of the other in the performance of services hereunder, except
with respect to any claim arising out of gross negligence
or willful misconduct.
This Agreement may be terminated by either party, with or
without cause, upon prior written notice to the other party.
Upon termination of the Agreement, the Consultant shall
bill and the Company shall pay for all work that had been
completed and expenses incurred by the Consultant to date.
This Agreement will be governed by and construed in accordance
with the laws of the State of Nevada.
This Agreement represents the entire agreement of the parties
and may be modified or amended only by a writing signed
by each of them.
AND THE COMPANY ACKNOWLEDGE THAT THEY HAVE READ
AND UNDERSTAND THE FOREGOING PROVISIONS AND
THAT SUCH PROVISIONS ARE REASONABLE AND ENFORCEABLE.
a legal representative for the above named project I do
hereby agree to the above terms and conditions by initialing
the document here
and submitting this form.
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