Business Call Plan

BUSINESS CALL PLAN

This Business Call Plan (the "Plan") is entered into by and between:

Company Name:     Consultant Name:

WHEREAS

WHEREAS, Company engages Consultant to plan, coordinate and facilitate recurring business calls, meetings and related preparatory and follow-up activities to support Company objectives; and

WHEREAS, Consultant has represented that Consultant possesses the experience and capacity to perform the services described in this Plan and Company desires to retain Consultant on the terms and conditions set forth herein.

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained in this Plan, the parties agree as follows:

SCOPE OF WORK

CALL SCHEDULE & PARTICIPANTS

Frequency (select applicable):  Weekly   Biweekly   Monthly   On Request / Ad-hoc

Typical Duration per Call:     Preferred Start Time (Company TZ):     Time Zone:

DELIVERABLES & SUCCESS CRITERIA

PAYMENT TERMS

Fee Structure (select applicable):  Fixed Fee   Retainer   Hourly

If hourly, Hourly Rate:     Invoice Schedule:

Payment Due:     Late Fee:

Payment Method:

TERM & TERMINATION

Term Commencement Date:     Term End Date (if any):

Either party may terminate for convenience upon days' prior written notice. Termination for material breach entitles the non-breaching party to terminate immediately if the breaching party fails to cure within a commercially reasonable cure period.

CONFIDENTIALITY

"Confidential Information" means non-public information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Each party shall (a) use Confidential Information solely to perform obligations under this Plan, (b) restrict disclosure to those of its employees, contractors and agents who need access to perform the Plan and who are bound by confidentiality obligations at least as protective as those herein, and (c) exercise at least the same degree of care to protect Confidential Information as it uses to protect its own confidential information, but in no event less than reasonable care.

Confidential obligations shall survive termination of this Plan for a period of three (3) years except that trade secrets shall be protected for so long as they qualify as trade secrets under applicable law. Confidential Information does not include information that is or becomes publicly known through no breach by the receiving party, was already known by the receiving party without obligation of confidentiality, or is rightfully received from a third party without restriction.

GOVERNING LAW

This Plan shall be governed by and construed in accordance with the laws of the State of without regard to conflict of law principles.

NOTICES

MISCELLANEOUS

Assignment: Neither party may assign or delegate its rights or obligations under this Plan without the prior written consent of the other party, except that either party may assign to an affiliate or in connection with a merger or sale of substantially all assets.

Relationship of Parties: The parties are independent contractors. Nothing in this Plan shall be construed to create a partnership, joint venture, employment relationship, or agency relationship.

ENTIRE AGREEMENT

This Plan, together with any exhibits or attachments expressly incorporated in writing, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior and contemporaneous agreements, proposals, representations and understandings, whether written or oral. Any amendment must be in writing and signed by authorized representatives of both parties.

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