Business Recommendations Format

Business Recommendations Format

Parties

Client Name:     Client Address:

Consultant Name:     Consultant Address:

Recitals

WHEREAS, Client operates a business for which it seeks professional recommendations to improve operations, revenue, or strategic positioning; and

WHEREAS, Consultant has represented that Consultant possesses the necessary expertise, experience and professional resources to provide business recommendations and related advisory services to Client; and

WHEREAS, Client desires to retain Consultant and Consultant agrees to provide such recommendations under the terms and conditions set forth in this Agreement.

Scope of Work

Consultant shall prepare written and/or oral recommendations addressing the business matters described below. Recommendations shall be advisory in nature and are based on the information and assumptions set forth in this Agreement.

Assumptions and Limitations

Recommendations are based on information provided by Client and on reasonable assumptions disclosed in writing. Consultant will not be responsible for errors or omissions resulting from incomplete, inaccurate, or withheld information. Implementation of recommendations is at Client's discretion and risk.

Payment Terms

Client shall pay Consultant the fees set forth below in consideration for the services and deliverables described in Scope of Work.

If any payment is not received within days after the due date, a late fee of will accrue on the outstanding balance until paid in full.

Term and Termination

This Agreement shall commence on the Start Date set forth below and shall continue until the Completion Date or termination as provided herein.

Start Date:     Completion/End Date:

Either party may terminate this Agreement for convenience upon prior written notice to the other party at least days prior to the effective termination date. Termination for cause may occur upon material breach that remains uncured for a period of 15 days following written notice of such breach.

Upon termination, Consultant will deliver work in progress and Client will pay Consultant for services performed and expenses incurred through the termination date, subject to any offset for breaches.

Confidentiality

"Confidential Information" means non-public information disclosed by one party to the other, whether oral, written or electronic, that is designated as confidential or that reasonably should be understood to be confidential. Consultant shall not disclose Confidential Information to third parties and shall use such information solely for the performance of the services under this Agreement.

Confidential Information does not include information that: (a) is or becomes publicly known through no breach of this Agreement; (b) was already rightfully known to the receiving party without restriction; (c) is rightfully received from a third party without restriction; or (d) is independently developed without use of Confidential Information. A party may disclose Confidential Information if legally compelled, but shall provide prompt written notice to the disclosing party and cooperate in seeking confidential treatment or protective measures.

Recommendations; No Guarantee

Consultant's recommendations are advisory only. Client acknowledges that Consultant does not guarantee specific outcomes, financial results, or regulatory approvals resulting from implementation of the recommendations. Client retains sole responsibility for decisions and actions taken in connection with the recommendations.

Limitation of Liability

To the fullest extent permitted by law, Consultant's aggregate liability to Client arising out of or related to this Agreement shall be limited to the total fees paid by Client to Consultant under this Agreement. In no event shall Consultant be liable for consequential, incidental, special, punitive, or exemplary damages.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to principles of conflicts of law. The parties consent to the exclusive jurisdiction and venue of the state and federal courts located within that State for any dispute arising out of this Agreement.

Representations and Warranties

Each party represents and warrants that it has the full right, power and authority to enter into and perform its obligations under this Agreement, and that performance will not violate any agreement with a third party.

Entire Agreement; Amendment

This Agreement, including any attachments or schedules expressly incorporated herein, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior and contemporaneous agreements, proposals and communications. Any amendment or modification must be in writing and signed by both parties.

Acceptance

By signing below, the parties acknowledge that they have read, understand and agree to be bound by the terms of this Agreement and that the person signing on behalf of each party is authorized to do so.

Sign Now