Terrence R. Redding, Ph.D.
2669 Forest Hill Blvd, Suite 207
West Palm Beach, Florida 33406
Phone: (561) 351-4067
Email: redding@oltraining.com
CONSULTING AGREEMENT
This Agreement is made effective as of anygivenday 15, 2xxx, by and between "client's name" of "some place in the world", and Terrence R. Redding, 2669 Forest Hill, Blvd, West Palm Beach, Florida 33406. This agreement is "in effect" whether signed or not when ever the client seeks and receives consulting services beyond the first 30 minutes of free telephonic consulting.
In this Agreement, the party who is contracting to receive services shall be referred to as ""client's name"", and the party who will be providing the services shall be referred to as "Consultant".
Consultant has conducted and published peer reviewed research in the area of self-directed learning, adult motivation theory, and effective distance education for over ten years and has been involved in the development of over 150 distance education courses, web master certification, web site design certification and Global Learn Day, and is willing to provide services to "client's name" based on this background.
"client's name" desires to have services provided by Consultant.
Therefore, the parties agree as follows:
1. DESCRIPTION OF SERVICES. Beginning on anygivenday
16, 2xxx Consultant will provide the following services, (collectively
the "Services"):
A. Consult with "client's name" clients in the fact-finding
stage. (This normally begins with the first formal meeting between
the Consultant and the Cleint).
B. Research and design Interactive course development program
based on budget. (This is an interative process, normally conducted
in phases, with the workload distributed between the Client's
workforece and the workforce of the Consultant.)
C. Implement course development with selected media in accordance
with approved plans.
2. PERFORMANCE OF SERVICES. The manner in which the Services are to be performed and the specific hours to be worked by Consultant shall be determined by Consultant. "client's name" will rely on Consultant to work as many hours as may be reasonably necessary to fulfill Consultant's obligations under this Agreement.
3. PAYMENT. "client's name" will pay a fee
to Consultant based on $250.00 per hour for the Services. Billing
begins at the start time of the first office call, billable from
the time the Consultant begins travel, or when the client is scheduled
to be in the Consultant's office. This fee shall be payable:
A. The first payment will be due upon completion of the first
consultation.
B. Upon agreement of additional work the client will pay 50% of
the program total plus implementation cost. Upon termination of
this Agreement, payments under this paragraph shall cease; provided,
however, that Consultant shall be entitled to payments for periods
or performance.
4. NEW PROJECT APPROVAL. Consultant and "client's name" recognize that Consultant's Services will include working on various projects for "client's name". Consultant shall obtain the approval of "client's name" prior to the commencement of a new project. When the discovery phase of a project is initiated by the Client, when the Client requests a formal meeting, New Project Approval is considered to have occurred.
5. TERM/TERMINATION. This Agreement shall terminate automatically upon completion by Consultant of the Services required by this Agreement.
6. RELATIONSHIP OF PARTIES. It is understood by the parties that Consultant is an independent contractor with respect to "client's name", and not an employee of "client's name". "client's name" will not provide fringe benefits, including health insurance benefits, paid vacation, or any other employee benefit, for the benefit of Consultant.
7. ASSIGNMENT. Consultant's obligations under this Agreement may not be assigned or transferred to any other person, firm, or corporation without the prior written consent of "client's name".
8. INTELLECTUAL PROPERTY. The following provisions shall apply with respect to copyrightable works, ideas, discoveries, inventions, applications for patents, and patents (collectively, "Intellectual Property"):
a. Consultant's Intellectual Property. Consultant does not personally hold any interest in any Intellectual Property.
9. CONFIDENTIALITY. Consultant recognizes that "client's
name" has and will have the following information:
- inventions
- machinery
- products
- prices
- costs
- discounts
- future plans
- business affairs
- trade secrets
- technical information
- customer lists
- product design information
- copyrights
and other proprietary information (collectively, "Information")
which are valuable, special and unique assets of "client's
name". Consultant agrees that Consultant will not at any
time or in any manner, either directly or indirectly, use any
Information for Consultant's own benefit, or divulge, disclose,
or communicate in any manner any Information to any third party
without the prior written consent of "client's name".
Consultant will protect the Information and treat it as strictly
confidential. A violation of this paragraph shall be a material
violation of this Agreement.
10. CONFIDENTIALITY AFTER TERMINATION. The confidentiality provisions of this Agreement shall remain in full force and effect after the termination of this Agreement.
11. RETURN OF RECORDS. Upon termination of this Agreement, Consultant shall deliver all records, notes, data, memorandum, models, and equipment of any nature that are in Consultant's possession or under Consultant's control and that are "client's name" property or relate to "client's name" business.
12. NOTICES. All notices required or permitted under this Agreement shall be in writing and shall be deemed delivered when delivered in person or deposited in the United States mail, postage prepaid, addressed as follows:
Company:
"client's name".
some company
some city, Some state zipxxx
Consultant:
Terrence R. Redding, Ph.D.
2669 Forest Hill Blvd, Suite 207
West Palm Beach, Florida 33406
Such address may be changed from time to time by either party by providing written notice to the other in the manner set forth above.
13. ENTIRE AGREEMENT. This Agreement contains the entire agreement of the parties and there are no other promises or conditions in any other agreement whether oral or written. This Agreement supersedes any prior written or oral agreements between the parties.
14. AMENDMENT. This Agreement may be modified or amended if the amendment is made in writing and is signed by both parties.
15. SEVERABILITY. If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.
16. WAIVER OF CONTRACTUAL RIGHT. The failure of either party to enforce any provision of this Agreement shall not be construed as a waiver or limitation of that party's right to subsequently enforce and compel strict compliance with every provision of this Agreement.
17. APPLICABLE LAW. This Agreement shall be governed by the laws of the State of Florida.
18. MODIFICATIONS. This agreement may be modified by written mututal agreements to accomodate extended consulting projects, to include monthly retainers for a set number of monthly hours.
Signed by "client's name".
By: ____________________________________________________
"client's name".
Signed by Terrence R. Redding
By: ____________________________________________________
Terrence R. Redding, Ph.D.
| Past Due | Finance Charge |
| 30 days | 10% on the unpaid balance |
| 60 days | 20% on the unpaid balance |
| 90 days | 30% on the unpaid balance |
After 90 days, unpaid balances will be referred to collections.
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