Consulting Agreement
Created by Gold-Goose Consulting
The Consultant, The Client and Gold-Goose Consulting:
This Consulting Agreement (the “Agreement” or “Consulting Agreement”) states the terms and conditions that govern the contractual agreement between [Company] having its principal place of business at [Company address] (the “Consultant”), and [Client company] (the “Client”) who agrees to be bound by this Agreement.
WHEREAS, the Consultant offers consulting services in the field of Digital Business Services; and,
WHEREAS, the Client desires to retain the services of the Consultant to render consulting services with regard to Digital Business Services according to the terms and conditions herein.
NOW, THEREFORE, in consideration of the mutual covenants and promises made by the parties hereto, the Consultant and the Client (individually, each a “Party” and collectively, the “Parties”) covenant and agree as follows:
1. Term
This Agreement shall begin on signing of this document and shall continue for no longer than the time period agreed upon by the Consultant and the Client.
Either Party may terminate this Agreement for any reason within 14 days, through written notice to the other Party. Termination of this agreement does not affect, or pertain to, the payment of services already commenced and/or in progress.
2. Consulting Services & Deliverables
The Consultant agrees that it shall provide its expertise to the Client for all relevant instances pertaining to Google Maps Optimisation, SEO Solutions, Web-Page Creation and Hosting, Web-Page Optimisation, PPC Advertising, Marketing (the Consulting Services).
3. Compensation
In consideration for the Services provided by Gold-Goose, the Client shall pay the Consultant at the rate agreed between the Consultant and the Client. Gold-Goose Consulting shall invoice the Client once upon the commencement of services, and monthly thereafter; if so agreed upon by all parties. Such invoices shall be due and payable within 10 working days of the Client’s receipt of the invoice.
4. Intellectual Property Rights
The Parties acknowledge and agree that the Client will hold all intellectual property rights in any work product resulting from the Consulting Services including, but not limited to, copyright and trademark rights. The Consultant agrees not to claim any such ownership in such work products intellectual property at any time prior to or after the completion and delivery of such work product to the Client.
5. Confidentiality
The Consultant shall not disclose to any third party any details regarding the Client’s business, including, without limitation any information regarding any of the (i) Client’s customer information, business plans, price points or any such the ‘Confidential Information’. (ii) make copies of any Confidential Information or any content based on the concepts contained within the Confidential Information for personal use or for distribution unless requested to do so by the Client, or (iii) use Confidential Information other than solely for the benefit of the Client.
6. Non-Competition
During the term of this Agreement and for 12 months thereafter, the Consultant shall not engage, directly or indirectly, as an employee, officer, manager, partner or owner in any competition with the Client or any of its subsidiaries.
7. Non-Solicitation of Customers
During the term of this Agreement and for 3 months thereafter, the Consultant will not, directly or indirectly, solicit or attempt to solicit any business from any of the Company’s clients, prospects, employees or contractors.
8. Non-Solicitation of Employees
During the term of this Agreement and for 3 months thereafter, the Consultant will not, directly or indirectly, recruit, solicit, or induce, or attempt to recruit, solicit, or induce, any of the Company’s employees, or contractors for work at another company.
9. Indemnification & Liability
The Client agrees to indemnify, defend, and protect the Consultant from and against all lawsuits and costs of every kind pertaining to the Client’s business including reasonable legal fees due to any act or failure to act by the Client based upon the Consulting Services.
The Consultant and Gold-Goose Consulting, are not liable for any (i) negative impact on revenue as a result of the Services laid out in this agreement, (ii) loss of life or injury whilst attending the Client’s place of business to carry out Services etc, (iii) any other such negative instance which happens whilst the Consultant is carrying out Services for the Client; so long as it is legal & justified.
The Client hereby agrees to only pursue legal/civil action against the Consultant, or Gold-Goose Consulting, if these conditions are not satisfied. The Client also agrees to allow 1 Month for Gold-Goose Consulting to rectify any issues that arise as a result of their involvement with the Client.
10. Data Protection & GDPR
The Consultant, and Gold-Goose Consulting, are in total compliance with the Data Protection Act 2018 and all relevant legislation of the UK & Northern Ireland; as such, the Consultant agrees to not (i) share, reproduce or store any personal data of the Client or their Customers outside of relevant contact information and/or data that pertains to the Services to be carried out, (ii) transfer data outside of Gold-Goose Consulting or internationally.
The Consultant has the right to process this data in regard to the Services laid out earlier in this agreement as part of a reasonable GDPR request. The Client hereby has the right to disclose personal data that will be relevant to the services provided. The Consultant will also limit the duration of the processing of personal data, governed by GDPR, to the necessary timeframe for the purposes of fulfilling the Services and in line with legal requirements. The Consultant, as a representative of Gold-Goose Consulting, is bound by this agreement to aid any investigation into the processing of personal data and is to allow audits to take place when relevant changes to the law are made.
10. No Modification Unless in Writing
No modification of this Agreement shall be valid unless in writing and agreed upon by both Parties.
11. Applicable Law
This Consulting Agreement and the interpretation of its terms shall be governed by and construed in accordance with the laws of the United Kingdom & Northern Ireland and subject to the exclusive jurisdiction of the courts located in the UK.
IN WITNESS WHEREOF, each of the Parties has executed this Consulting Agreement, both Parties by its duly authorized officer, as of the day and year set forth below.