Legal Ambassador Contract

LEGAL AMBASSADOR CONTRACT

This Legal Ambassador Contract (the "Agreement") is made and entered into as of Effective Date: by and between Company Name: , a organized under the laws of , with principal place of business at , and Ambassador Name: , an individual with address at (collectively, the "Parties" and each a "Party").

RECITALS

WHEREAS, Company provides legal services, educational materials and related marketing content and wishes to engage Ambassador to promote Company services consistent with the terms of this Agreement; and

WHEREAS, Ambassador has experience and public presence suitable for promotion of Company's services and agrees to perform promotional, content creation, and referral activities under the terms set forth herein; and

WHEREAS, the Parties desire to set forth their respective rights and obligations with respect to Ambassador's promotional activities, compensation, and the handling of confidential and proprietary information.

NOW, THEREFORE

In consideration of the mutual covenants and agreements contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

1. APPOINTMENT

1.1 Appointment. Company hereby appoints Ambassador as a non-exclusive ambassador to promote Company's services, materials and events within the Territory: , subject to the terms of this Agreement. Ambassador accepts such appointment and agrees to perform the Services described below.

2. DUTIES AND SERVICES

2.1 Services. Ambassador shall: (a) create promotional content, including but not limited to social media posts, articles, and video materials; (b) participate in up to events per quarter as reasonably requested by Company; and (c) refer prospective clients to Company using approved referral methods. All content and referrals must comply with Company brand guidelines and pre-approval requirements set forth in Section 2.4.

2.2 Performance Standards. Ambassador shall perform Services in a professional manner consistent with industry standards, shall not make false or misleading statements about Company or its services, and shall promptly correct any inaccurate public statements when requested by Company.

2.3 Metrics and Reporting. Ambassador shall provide monthly written reports of promotional activity, metrics and referrals in the form reasonably required by Company and shall maintain records sufficient to substantiate any commissions or fees claimed.

2.4 Pre-Approval. Ambassador shall submit promotional materials that reference Company’s legal services to Company for review and approval at least business days prior to publication. Company’s approval shall not be unreasonably withheld.

3. TERM AND TERMINATION

3.1 Term. The initial term of this Agreement shall commence on the Effective Date and remain in effect for a period of unless earlier terminated as provided herein. The Agreement may renew by mutual written agreement of the Parties.

3.2 Termination for Convenience. Either Party may terminate this Agreement without cause upon days' written notice to the other Party.

3.3 Termination for Cause. Either Party may terminate immediately for material breach that remains uncured for days after written notice, or for violations of applicable law or ethical rules that materially impair the terminating Party’s business.

4. COMPENSATION

4.1 Fees. Company shall pay Ambassador compensation as follows: Base Fee: ; Commission: of Net Revenue from referred clients that retain Company under an engagement for legal services. Net Revenue shall mean gross fees received by Company from referred clients less refunds, taxes collected on behalf of taxing authorities and third-party pass-through costs.

4.2 Payment Terms. Company shall pay undisputed amounts within days after receipt of an invoice by Ambassador and receipt of Company’s verification of applicable commissions. All amounts payable are exclusive of taxes, except that Company will withhold taxes where required by law.

4.3 No Other Compensation. Except as expressly provided in this Agreement, Ambassador shall not be entitled to any salary, benefits, stock, equity or other compensation from Company.

5. EXPENSES

5.1 Reimbursable Expenses. Company will reimburse Ambassador for pre-approved, reasonable, and documented out-of-pocket expenses incurred in connection with the Services upon submission of receipts and an expense report. Pre-approval must be obtained in writing for any single expense in excess of .

6. CONFIDENTIALITY

6.1 Confidential Information. Ambassador shall hold in confidence and not disclose Confidential Information of Company, which includes non-public business information, client lists, pricing, and proprietary materials. Confidential Information does not include information that is or becomes publicly known through no breach by Ambassador.

6.2 Return of Materials. Upon termination or upon Company's request, Ambassador shall promptly return or destroy all Confidential Information and certify such destruction upon request.

6.3 Duration. The confidentiality obligations shall continue for a period of after termination, except with respect to trade secrets, which shall survive for so long as they remain trade secrets.

7. INTELLECTUAL PROPERTY

7.1 Company IP. Company retains all right, title and interest in and to its trademarks, service marks, trade names, copyrights and other intellectual property ("Company IP"). Ambassador is granted a non-exclusive, non-transferable, revocable license to use Company IP solely to perform the Services and solely during the Term.

7.2 Ambassador Content. Ambassador hereby assigns to Company all right, title and interest in any content, materials, recordings or deliverables created by Ambassador in the course of performing the Services ("Ambassador Content"), including all copyrights. Ambassador shall execute any documents reasonably required to effect such assignment.

8. COMPLIANCE WITH LAWS AND ETHICAL RULES

Ambassador shall comply with all applicable laws, rules and professional conduct requirements applicable to the promotion of legal services, advertising and solicitation. Ambassador shall not engage in activities that could subject Company to disciplinary action or reputational harm. Ambassador shall promptly notify Company of any inquiry, complaint, or disciplinary matter involving Ambassador that relates to the Services.

9. INDEPENDENT CONTRACTOR

Ambassador is an independent contractor and nothing in this Agreement shall create an employer-employee, partnership, joint venture or agency relationship. Ambassador shall have no authority to bind Company or incur obligations on Company’s behalf except as expressly authorized in writing.

10. NON-SOLICITATION AND NON-DISPARAGEMENT

10.1 Non-Solicitation. During the Term and for a period of following termination, Ambassador shall not directly solicit Company’s employees or independent contractors for employment or engagement.

10.2 Non-Disparagement. Each Party agrees not to make false or disparaging statements about the other Party that are reasonably likely to harm the other Party’s reputation.

11. INDEMNIFICATION

11.1 Ambassador Indemnity. Ambassador shall indemnify, defend and hold harmless Company, its officers, directors and employees from and against any third-party claims, liabilities, damages and expenses arising from Ambassador’s breach of this Agreement, negligence, willful misconduct, or violation of law in connection with the Services.

11.2 Company Indemnity. Company shall indemnify, defend and hold harmless Ambassador from and against any third-party claims to the extent arising from Company’s breach of this Agreement or Company’s willful misconduct.

12. LIMITATION OF LIABILITY

Except for liability arising from fraud, willful misconduct, or a Party’s breach of confidentiality or indemnification obligations, in no event shall either Party be liable to the other for indirect, incidental, special, punitive or consequential damages. The aggregate liability of each Party for claims arising out of this Agreement shall not exceed the total fees paid by Company to Ambassador in the twelve (12) months preceding the claim.

13. REPRESENTATIONS AND WARRANTIES

Each Party represents and warrants that it has full power and authority to enter into and perform this Agreement, that performance will not violate any other agreement, and that it will comply with all applicable laws in performing its obligations hereunder.

14. NOTICES

All notices under this Agreement shall be in writing and delivered to the addresses set forth below or to such other address as either Party may specify in writing. Notices shall be effective upon receipt when delivered personally, by nationally recognized overnight courier, or by certified mail, return receipt requested.

15. AMENDMENT, WAIVER AND COUNTERPARTS

15.1 Amendment. No amendment or modification of this Agreement shall be effective unless in writing and signed by both Parties.

15.2 Waiver. No waiver of any provision hereof shall be effective unless in writing and signed by the Party granting the waiver. A waiver of any breach shall not constitute a waiver of any subsequent breach.

15.3 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. Signatures delivered by electronic means (including by image or electronic signature platform) shall be binding.

16. GOVERNING LAW; ENTIRE AGREEMENT; SEVERABILITY

16.1 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.

16.2 Entire Agreement. This Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, whether written or oral.

16.3 Severability. If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect and the Parties shall negotiate in good faith a valid provision that most closely approximates the intent of the invalid provision.

17. MISCELLANEOUS

17.1 Assignment. Ambassador shall not assign or delegate this Agreement or any of its rights or obligations hereunder without the prior written consent of Company. Company may assign this Agreement to an affiliate or in connection with a merger or sale of substantially all of its assets.

17.2 Remedies. The Parties acknowledge that breach of certain provisions of this Agreement, including confidentiality and intellectual property provisions, may cause irreparable harm for which monetary damages may be insufficient and that the non-breaching Party may be entitled to injunctive relief in addition to any other remedies at law or equity.

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