Business Planning Packet

BUSINESS PLANNING PACKET

Parties and Recitals

This Business Planning Packet (the "Agreement") is entered into as of by and between Client Name: , Client Business Name: , and Consultant Name: .

WHEREAS, Client requires professional business planning services including but not limited to market analysis, financial projections, organizational strategy and implementation planning (the "Services"); and

WHEREAS, Consultant has represented that Consultant possesses the skill, experience, and qualifications to perform the Services and is willing to provide such Services pursuant to the terms and conditions set forth herein; and

WHEREAS, the parties desire to document the scope, payment, term, confidentiality obligations and governing law for the engagement.

Project Identification

Scope of Work

Consultant shall perform the Services described below. The Services shall include specific deliverables, timelines, and responsibilities as set forth in this Scope of Work. Any material changes to scope will require written change order signed by both parties and may affect fees and schedule.

Payment Terms

Client shall pay Consultant the fees described below in consideration for the Services. Fees do not include reimbursable third-party expenses unless specified and authorized in writing.

Invoices are due within days of invoice date. Payments not received when due will accrue the Late Payment Fee described above and Consultant may suspend Services until outstanding amounts are paid.

Yes No If yes, describe limits and approval process:

Term and Termination

This Agreement commences on and continues until unless earlier terminated as provided herein.

Either party may terminate for cause upon written notice if the other party materially breaches this Agreement and fails to cure the breach within the cure period specified in the notice. Upon termination, Client shall pay Consultant for Services rendered and expenses incurred through the effective date of termination.

Confidentiality

"Confidential Information" means non-public business, financial, technical and strategic information disclosed by one party to the other in connection with the Services. The receiving party shall (i) protect Confidential Information with at least the same degree of care it uses to protect its own confidential information but no less than reasonable care, (ii) use Confidential Information solely for performance of this Agreement, and (iii) not disclose Confidential Information to third parties except to employees, contractors or advisors who need to know and who are bound to confidentiality obligations no less protective than this Section. Confidential Information does not include information that is or becomes public through no fault of the receiving party, is rightfully received from a third party without restriction, or is independently developed without use of the disclosing party's Confidential Information.

Intellectual Property and Work Product

Except as provided herein, Consultant retains ownership of pre-existing tools, templates and methodologies. Unless otherwise agreed in writing, Consultant grants Client a non-exclusive, perpetual, royalty-free license to use deliverables prepared specifically for Client upon full payment. Client shall not use Consultant's proprietary tools or methodologies beyond the scope of the intended engagement without written permission.

Representations; Independent Contractor

Each party represents that it has authority to enter into this Agreement. Consultant is an independent contractor and is not an employee, agent or partner of Client. Consultant is responsible for all taxes and liabilities associated with Consultant's performance of the Services.

Limitation of Liability

Except for damages arising from breach of confidentiality or willful misconduct, neither party shall be liable for indirect, special, incidental or consequential damages. The aggregate liability of Consultant for any claim arising under this Agreement shall not exceed the total fees paid by Client to Consultant under this Agreement.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to conflict of laws principles. Any action to enforce this Agreement shall be brought in the courts of that State.

Entire Agreement; Amendments

This Agreement, including any attachments or change orders executed in writing by both parties, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior communications, proposals and agreements. Any amendment or modification must be in writing and signed by authorized representatives of both parties.

Notices

All notices required or permitted under this Agreement shall be in writing and delivered to the addresses below by hand, certified mail, or overnight courier and shall be deemed given upon receipt.

Acceptance

By signing below, the parties acknowledge that they have read, understand, and agree to be bound by the terms and conditions of this Agreement.

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