Consulting Agreement

CONSULTING AGREEMENT

This Consulting Agreement ("Agreement") is entered into as of May 4, 2026 between:

  Client: Acme Inc., of 123 Main St, San Francisco, CA 94103; and
  Consultant: Jane Doe Strategy LLC, of 789 Pine St, Portland, OR 97205.

1. SERVICES
Consultant shall provide the following services to Client (the "Services"):

Provide strategic advisory services in connection with Client's go-to-market planning for the upcoming Q3 product launch, including market analysis, pricing strategy, and sales enablement materials.

Consultant has discretion in determining the manner and means of providing the Services, subject to Client's reasonable direction.

2. INDEPENDENT CONTRACTOR STATUS
Consultant is an independent contractor, not an employee, agent, or partner of Client. Consultant is responsible for all federal, state, and local taxes on compensation received under this Agreement and is not eligible for any Client benefits. Consultant may engage in other consulting or business activities provided they do not conflict with this Agreement.

3. COMPENSATION
Client shall pay Consultant $8,000.00 per month, payable on the first business day of each month.

Consultant shall invoice Client per the schedule above. Payment is due net 14 days from invoice date. Late payments accrue interest at 1.5%/month.

4. EXPENSES
Pre-approved expenses (travel, software, third-party services) are reimbursable at cost. Consultant shall provide receipts for all expenses over $50.

5. TERM AND TERMINATION
This Agreement begins on the Effective Date and continues for 6 months, after which it continues month-to-month until terminated. Either party may terminate on 30 days' written notice. Client shall pay for all Services rendered through the termination date.

6. CONFIDENTIALITY
Consultant shall hold in strict confidence any non-public information of Client (business, technical, financial, customer, or product information) and shall not disclose it to any third party for a period of 3 years after termination of this Agreement. Confidential information does not include information that is publicly available, was rightfully known to Consultant before disclosure, or is independently developed.

7. INTELLECTUAL PROPERTY
All work product created by Consultant specifically for Client under this Agreement ("Work Product") is "work made for hire" and shall be the sole property of Client upon receipt of full payment. To the extent any Work Product does not qualify as work made for hire, Consultant assigns to Client all right, title, and interest in such Work Product.

Consultant retains ownership of pre-existing tools, methodologies, frameworks, and general know-how used in performing the Services. Consultant grants Client a perpetual, royalty-free license to use such background IP solely as embedded in the Work Product.

8. NON-SOLICITATION
During the term of this Agreement and for 12 months thereafter, Consultant shall not directly solicit any employee or contractor of Client for employment or engagement, or encourage any employee or contractor to leave Client's employ.

9. WARRANTIES
Consultant warrants that the Services will be performed in a professional manner consistent with industry standards. Consultant's total liability under this Agreement shall not exceed the fees paid by Client in the 6 months preceding any claim.

10. GOVERNING LAW
This Agreement is governed by the laws of the State of California.

11. ENTIRE AGREEMENT
This Agreement is the entire understanding between the parties on its subject and may only be amended in writing signed by both.

CLIENT                                         CONSULTANT

By: _____________________________     By: _____________________________
Name: Acme Inc.           Name: Jane Doe Strategy LLC
Title: ___________________________     Title: ___________________________
Date: ____________________________     Date: ____________________________