Documents

Agreement

Description
agreement consunlting
Categories
Published
of 5
All materials on our website are shared by users. If you have any questions about copyright issues, please report us to resolve them. We are always happy to assist you.
Related Documents
Share
Transcript
  File C5-84ctober 2013www.extension.iastate.edu/agdm Samle Consulting !greement For an explanation of this agreement see  Information File C5-83,   #er#iew o$ Consulting !greements. This Consulting Agreement, dated effective November 4, 2014 This !Agreement , is made and entered into b# and among $ebenara %roup &the !Compan# ' and (avi )umar %upta &the !Consultant ' !%&'C() 1SC *) F + %, 1.1Ser#ices. The Compan# has engaged Consultant to provide services in connection *ith theCom+pan#s overall management and operational s#stem Consultant *ill help the organi-ations#stemati-e its paper*or. and reportings and also serve as management consultant for an# improvement,*hatsoever and such other services as described in /xhibit A &collectivel#, the !consulting   services ' 1.2&ime and !#ailabilit. Consultant *ill devote  hours per da# dail# on all *or.ing da#s in  performing the services   for the Compan# as stated herein The timings *ill be as per the mutual understanding of the consultant and the managementTime&overtime or absenteeism' can be adusted as per the mutual understanding of the compan# and the consultant 1.3Con$identialit. n order for Consultant to perform the consulting services, it ma# be necessar# for    the Compan# to provide Consultant *ith Confidential nformation &as defined belo*' regarding the Compa+n#s business and products The Compan# *ill rel# heavil# upon Consultants integrit# and prudent  udgment to use this information onl# in the best interests of the Compan# 1.4Standard o$ Conduct. n rendering consulting services under this Agreement, Consultant shall   conform to high professional standards of *or. and business ethics Consultant shall not use time, materials, or e3uipment of the Compan# *ithout the prior *ritten consent of the Compan# n no event shall Consultant ta.e an# action or accept an# assistance or engage in an# activit# that *ould result in an# governmental bod#,research institute or other person, entit#, or organi-ation ac3uiring an# rights of an# nature in the results of *or. performed b# or for the Compan# 1.5 utside Ser#ices. Consultant shall not use the service of an# other person, entit#, or organi-ation in   the  performance of Consultants duties *ithout the prior *ritten consent of an officer of the Compan# hould the Compan# consent to the use b# Consultant of the services of an# other person, entit#, or organi-ation, no information regarding the services to be performed under this Agreement shall be disclosed to that person, entit#, or organi-ation until such person, entit#, or organi-ation has executed an agreement to protect the confidentialit# of the Compan#s Confidential nformation &as defined in Article 5' and the Compan#s absolute and complete o*nership of all right, title, and interest in the *or. performed under this Agreement  *age 2File C5-84 1. %eorts. Consultant shall periodicall# provide the Compan# *ith *ritten reports of his or her obser+vations and conclusions regarding the consulting services 6pon the termination of this Agreement, Consul+tant shall, upon the re3uest of Compan#, prepare a final report of Consultants activities !%&'C() 2')*))& C &%!C& % 2.1'ndeendent Contractor. Consultant is an independent contractor and is not an emplo#ee, partner,or co+venturer of, or in an# other service relationship *ith, the Compan# The manner in *hich Consultantsservices are rendered shall be *ithin Consultants sole control and discretion Consultant is not authori-ed tospea. for, represent, or obligate the Compan# in an# manner *ithout the prior express *ritten authori-ationfrom an officer of the Compan# 2.2ene$its  Consultant and Consultants emplo#ees *ill not be eligible for, and shall not participatein,   an# emplo#ee pension, health, *elfare, or other fringe benefit plan of the Compan# No *or.ers7compensation insurance shall be obtained b# Compan# covering Consultant or Consultants emplo#ees !%&'C() 3C *)S!&'  F % C S(&' S)%'C)S 1 Comensation. The Compan# shall pa# to Consultant (s 15000&after tax' per month for services rendered   to the Compan# under this Agreement The monthl# compensation shall be paid on the first of the month follo*ing the month the services *ere provided The monthl# compensation shall be paid regardless of the number of consulting hours provided b# Consultant in a particular month 2 %eimbursement. The Compan# agrees to reimburse Consultant for all actual reasonable and neces+sar# expenditures, *hich are directl# related to the consulting services These expenditures include, but are not limited to, expenses related to travel &ie, airfare, hotel, temporar# housing, meals, par.ing, taxis, mileage,etc', telephone calls, and postal expenditures /xpenses incurred b# Consultant *ill be reimbursed b# the Compan# *ithin 15 da#s of Consultants proper *ritten re3uest for reimbursement !%&'C() 4&)% ! &)%'!&' 4.1 &erm. This Agreement shall be effective as of November 4, 2014, and shall continue in full force and   effect for 1 #ear The Compan# and Consultant ma# negotiate to extend the term of this Agreement and the terms and conditions under *hich the relationship shall continue  File C5-84*age 3 4.2&ermination. The Compan# ma# terminate this Agreement for !Cause, after giving Consultant   *rittennotice of the reason Cause means8 &1' Consultant has breached the provisions of Article 5 or 9 of this Agreement in an# respect, or materiall# breached an# other provision of this Agreement and the breach continues for 0 da#s follo*ing receipt of a notice from the Compan#: &2' Consultant has committed fraud, misappropriation, or embe--lement in connection *ith the Compan# s business: &' Consultant has been convicted of a felon#: or &4' Consultants use of narcotics, li3uor, or illicit drugs has a detrimental effect on the  performance of his or her emplo#ment responsibilities, as determined b# the Compan# 4.3 %esonsibilit uon &ermination. An# e3uipment provided b# the Compan# to the Consultant inconnection *ith or furtherance of Consultants services under this Agreement, including, but not limitedto, computers, laptops, and personal management tools, shall, immediatel# upon the termination of thisAgreement, be returned to the Compan# 4.4 Sur#i#al. The provisions of Articles 5, ;, 9, and < of this Agreement shall survive the terminationof    this Agreement and remain in full force and effect thereafter !%&'C() 5C F')&'!( 'F %!&' 5.1 bligation o$ Con$identialit. n performing consulting services under this Agreement, Consultantma# be exposed to and *ill be re3uired to use certain !Confidential nformation &as hereinafter defined' of the Compan# Consultant agrees that Consultant *ill not and Consultants emplo#ees, agents, or representa+tives *ill not use, directl# or indirectl#, such Confidential nformation for the benefit of an# person, entit#,or organi-ation other than the Compan#, or disclose such Confidential nformation *ithout the *rittenauthori-ation of the =resident of the Compan#, either during or after the term of this Agreement, for as longas such information retains the characteristics of Confidential nformation 5.2e$inition. !Confidential nformation means information not generall# .no*n and proprietar# to   the Compan# or to a third part# for *hom the Compan# is performing *or., including, *ithout limitation, in+formation concerning an# patents or trade secrets, confidential or secret designs, processes, formulae, source codes, plans, devices or material, research and development, proprietar# soft*are, anal#sis, techni3ues, materials, or designs &*hether or not patented or patentable', directl# or indirectl# useful in an# aspect of the  business of the Compan#, an# vendor names, customer and supplier lists, databases, management s#stems and sales and mar.eting plans of the Compan#, an# confidential secret development or research *or. of the Compan#, or an# other confidential information or proprietar# aspects of the business of the Compan# All information *hich Consultant ac3uires or becomes ac3uainted *ith during the period of this Agreement, *hether developed b# Consultant or b# others, *hich Consultant has a reasonable basis to believe to be Confidential nformation, or *hich is treated b# the Compan# as being Confidential nformation, shall be  presumed to be Confidential nformation 5.3*roert o$ t6e Coman. Consultant agrees that all plans, manuals, and specific materials devel+oped b# the Consultant on behalf of the Compan# in connection *ith services rendered under this Agreement,are and shall remain the exclusive propert# of the Compan# =romptl# upon the expiration or termination of this Agreement, or upon the re3uest of the Compan#, Consultant shall return to the Compan# all documents and tangible items, including samples, provided to Consultant or created b# Consultant for use in connection *ith services to be rendered hereunder, including, *ithout limitation, all Confidential nformation, together *ith all copies and abstracts thereof  *age 4 File C5-84 !%&'C() %'7&S ! !&! All dra*ings, models, designs, formulas, methods, documents, and tangible items prepared for and submitted to theCompan# b# Consultant in connection *ith the services rendered under this Agreement shall belong exclusivel# to the Compan# and shall be deemed to be *or.s made for hire &the !$eliverable tems ' To the extent that an# of the $eliverable tems ma# not, b# operation of la*, be *or.s made for hire, Consultant hereb# assigns to the Compan# the o*nership of cop#right or mas. *or. in the $eliverable tems, and the Compan# shall have the right to obtain and hold in its o*n name an# trademar., cop#right, or mas. *or. registration, and an# other registrationsand similar protection *hich ma# be available in the $eliverable tems Consultant agrees to give the Compan# or its designees all assistance reasonabl# re3uired to perfect such rights !%&'C() C F('C& F '&)%)S& !  -S ('C'&!&'  91 Con$lict o$ 'nterest. Consultant covenants and agrees not to consult or provide an# services in an#   manner or capacit# to a direct competitor of the Compan# during the duration of this Agreement unless ex+ press *ritten authori-ation to do so is given b# the Compan#s =resident92 on-Solicitation. Consultant covenants and agrees that during the term of this Agreement, Consultant   *ill not, directl# or indirectl#, through an existing corporation, unincorporated business, affiliated  part#, successor emplo#er, or other*ise, solicit, hire for emplo#ment or *or. *ith, on a part+time, consulting, advising, or an# other basis, other than on behalf of the Compan# an# emplo#ee or independent contractor emplo#ed b# the Compan# *hile Consultant is performing services for the Compan# !%&'C() 8%'7& & '9C&') %)(')F Consultant ac.no*ledges that the terms of Articles 5, ;, and 9 of this Agreement are reasonabl# necessar# to  protect the legitimate interests of the Compan#, are reasonable in scope and duration, and are not undul# re+strictive Consultant further ac.no*ledges that a breach of an# of the terms of Articles 5, ;, or 9 of this Agreement *ill render irreparable harm to the Compan#, and that a remed# at la* for breach of the Agreement is inade3uate, and that the Compan# shall therefore be entitled to see. an# and all e3uitable relief,including, but not limited to, inunctive relief, and to an# other remed# that ma# be available under an# applicable la* or agreement bet*een the parties Consultant ac.no*ledges that an a*ard of damages to the Compan# does not preclude a court from ordering inunctive relief >oth damages and inunctive relief shall  be proper modes of relief and are not to be considered as alternative remedies !%&'C() :))%!( *% 'S' S:.1 Construction o$ &erms. f an# provision of this Agreement is held unenforceable b# a court of    competent urisdiction, that provision shall be severed and shall not affect the validit# or enforceabilit# of the remaining provisions
We Need Your Support
Thank you for visiting our website and your interest in our free products and services. We are nonprofit website to share and download documents. To the running of this website, we need your help to support us.

Thanks to everyone for your continued support.

No, Thanks