Consulting Agreement (中英文简化版)
咨询协议模板(英文)CONSULTINGAGREEMENT
CONSULTING AGREEMENTThis Agreement is made on January 16. XXXX. by and between Siberian Energy Group Inc., a State of Nevada incorporated company, with the address of 275 Madison Avenue, 6th floor. New York・ NY 10016. and a Consulting Firm ^Business-Standard^, a Moscow. Russia incorporated company, with the address of 107120, Russia, Moscow. Nastavnichesky pereulok#17, unit 1.In this Agreement, the party who is contracting to receive services shall be referred to as the”Com pany”, and the party who will be providing the services shall be referred to as the ”Consultant".WHEREAS the Consultant has expertise in management, marketing, financial, and legal consulting.WHEREAS the Consultant and the Company have previously signed the Consulting Agreement effective March 15, 2006 and the Company is desirous of having extended consulting services by the Consultant for year XXXX.Therefore, the parties agree as follows:1. DESCRIPTION OF SERVICES・The Consultant shall provide the following services (collectively, the'Services'*): General management, public market, financial and legal consulting services, which will include, but not be limited to, specific tasks and projects as will be determined from time to time by the board of directors of the Company.These consulting services will include:-investigating financing opportunities in private and public markets, including the territory of Russian Federation;-assisting in the establishment of the Company's day to day business management;-interfa&ng with the Company's shareholders and strategic partners;-assisting in negotiations with potential investment partners and strategic partners in merger opportunities according to SEG instructions;-publicizing latest Company activities and undertakings to the Company's shareholders as the Company deems material and appropriate;-assisting in the preparation of the company's Business Plan. Private Placement Memorandum and other documentation necessary for the solicitation of loans and investment funds for the Company;-assisting in acquisition by the Company's investee of new geological exploration or production licenses on the territory of Russia, Western Siberia region, legal guidance and consultations throughout the entire process, up until the Client receives title to the license・2.PERFORMANCE OF SERVICES. The manner in which theServices are to be performed and the specific hours to be worked by the Consultant shall be determined by the Consultant. The Company will rely on the Consultant to work as many hours as may be reasonably necessary tofulfill the Consultanfs obligations under this Agreement.3・FEES・In consideration of the Services to be provided by the Consultanthereunder, the Company agrees to reimburse the Consultant with a consulting fee of USS 15,000 per month starting January of XXXX.4. GRANT OF SHARES In addition to cash considerationdescribed in item 3 above the Company agrees to issue 200,000 restricted common shares of Siberian Energy Group Inc. as a signing bonus for XXXX services.Additionally・ in connection with successful acquisition by the Company of the Russiabased k Kondaneftegaz LLC", operating in the Khanty■卜lansiysk region of Russian Federation, the Consultant will be awarded with Company's restricted shares of common stock in amount of 200.000 shares.5・EXPENSE REIMBURSEMENT. The Company shall pay all reasonable M out-of-pocket" expenses, including but not limited to travel and accommodations, with the prior approval of the Company's Chief Executive Officer required.7.SUPPORT SERVICES・The Company will provide to the Consultant all the necessary documentation. as the Company deems relevant and appropriate, required in the efforts to distribute information about and solicit investments in the Company, including but not limited to a Business Plan and a Private Placement Memorandum and will cooperate with the Consultant in keeping all the existing and potential stakeholders informed of the Company^ up-to-date operational and legal standing・PANY APPROVAL. The Consultant and the Company recognize that the Consultanfs Services will include approaching individuals and institutions that the Company already has had contact with or declines to entertain. The Consultant shall provide information to the Company prior to approaching any individuals and institutions and obtain the approval of the Company's Chief Executive Officer・9.TERM/TERMINATION. This Agreement shall be for a period of twelve months, ending on December 31, XXXX. It shall automatically be renewed for a further twelve months unless terminated by either party fifteen days prior to the end of the term of the contract.10.RELATIONSHIP OF PARTIES・It is understood by the parties that the Consultant is an independent contractor with respect to the Company, and not an employee of Siberian Energy Group Inc. The Company will not provide fringe benefits, including health insurance benefits, paid vacation. or any other employee benefit.11・DISCLOSURE. The Consultant is required to disclose any outsideactivities or interests, including ownership or participation in the development of prior inventions, that conflict or may conflict with the best interests of the Company's management and shareholders.12・EMPLOYEES・The Consultant's associates, if any, who perform servicesfor the Company under this Agreement shall also be bound by the provisions of this Agreement・13.INDEMNIFICATION. The Company agrees to indemnify and hold harmless the Consultant from all claims, losses, expenses, fees including attorney fees, costs, and judgments that may be asserted against the Consultant that result from the acts or omissions of the Compan y.14.ASSIGNMENT. The Consultanfs responsibility under this Agreement may not be assigned or transferred to any other person, firm, or corporation without the prior written consent of the Company's board of directors.15・CONFIDENTIALITY. The Company recognizes that the Consultant hasand will have proprietaiy information (collectively, ^Information**) which are valuable, special and unique assets of the Company and need to be protected from improper disclosure to unrelated parties. In considerationfor the disclosure of the Information, the Consultant agrees that it will not at any lime or in any manner,either directly or indirectly, use any Information for its own benefit, or divulge, disclose, or communicate in any manner any Information to any external party without the prior written consent of the Company. The Consultant will protect the Information and treat it as strictly confidential.16・CONFIDENTIALITY AFTER TERMINATION. The confidentialityprovisions of this Agreement shall remain in full force and effect after the termination of this Agreement.17・NOTICES・All notices required or permitted under this Agreement shall bein writing and shall be deemed delivered when delivered in person or deposited in the United States mail, postage prepaid・ addressed as follows:IF for the Company: Siberian Energy Group Inc.275 Madison Ave., 6th floor.New York. NY 10016Attn: Chief Executive OfficerIF for the Consultant: LLC ^Business-Standard5*107120. Dnneyl nea^,Ianoaaie^aneee iad., .17, nod.lSuch address may be changed from time to time by either party by providing written notice to the other in the manner set forth above・18.ENTIRE AGREEMENT. This Agreement contains the entire agreement of the parties and there are no other promises or conditions in any other agreement whether oral or written. This Agreement supersedes any prior written or oral agreements between the parties.19.AMENDMENT. This Agreement may be modified or amended if the amendment is made in writing and is signed by both parties.20.SEVERABILITY. If any provision of this Agreement shall be held to be invalid or unenforceable for any reason. the remaining provisions shall continue to be valid and enforceable・ If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed. and enforced as so limited.21.WAIVER OF CONTRACTUAL RIGHT. The failure of either party to enforce any provision of this Agreement shall not be construed as a waiver or limitation of that party's right to subsequently enforce and compel strict compliance with every provision of this Agreement.22・APPLICABLE LAW・This Agreement shall be governed by the laws ofthe State of New York.IN WITNESS WHEREOF, the parties have executed this Agreement to be effective as of the date first written above・（签宇页略）。
咨询服务协议-中英文版精选全文
THIS Consulting Service Agreement is made this day of 2020本咨询服务协议于2020年__________月____________日签订BETWEEN与xxxxxxxxxx. (Company Registration No. xxxxxx), a Company incorporated under the laws of xxxx and having its business address at xxxxxxxxxxxxxxxx.xxxxxxxxx公司(公司登记号.xxxxxx)，根据xxx国家法律成立的公司，营业地址为xxxxxxxxxxxxxx.(hereinafter referred to as “Party A”) of the one part;(以下简称甲方)；AND和xxxxxxxxxx. (Company Registration No. xxxxxx), a Company incorporated under the laws of xxxx and having its business address at xxxxxxxxxxxxxxxx.xxxxxxxxx公司(公司登记号.xxxxxx)，根据xxx国家法律成立的公司，营业地址为xxxxxxxxxxxxxx.(hereinafter referred to as “Party B”) of the other part;(以下简称乙方)；IT IS HEREBY AGREED AS FOLLOWS:鉴于此约定如下:SECTION 1: AGREEMENT第一节:协议A. Party A entrusts Party B as a consultant.甲方委托乙方作为顾问。
B. Party B serves as a consultant to provide consulting services to Party A.乙方作为顾问为甲方提供咨询服务。
国际工程项目咨询服务协议中英文版
咨询服务协议Consulting Service Agreement项目名称：Project name:签约地点:Place of signing:签约时间:Date of signing:甲方：公司，法定地址：按照中华人民共和国法律正式注册的企业，办公室位于（以下简称为“甲方”）；乙方，，法定地址：，介于双方共同参加位于（以下称所在国）项目（以下称项目）的开发工作，为了充分发挥甲乙双方各自的优势，明确责任，协作配合，经双方友好协商，一致达成本咨询服务协议。
其具体内容如下：Whereas a state-owned enterprise incorporated under the laws of the People's Republic of China and located at Province, China (hereinafter referred to as "Party A") and located at (hereinafter referred to as "Party B") participate in the development of project (hereinafter referred to as the "project") in (hereinafter referred to as the "host country"), they enter into a consulting service agreement (this "Agreement") for bringing their respective advantages into play, determining their responsibilities and collaborating with each other, upon friendly consultation between them. The specific contents of this Agreement are as set out below:1 授权委托1. Authorization甲方同意委托乙方作为其在所在国的项目中的咨询服务公司，在项目跟踪、投（议）标阶段和中标后的项目执行阶段，为甲方中标此项目，以及在中标后执行此项目过程中提供本协议规定的各种服务；乙方同意接受此委托，并按本协议的规定向甲方提供以下相关服务。
咨询服务协议中英文版
咨询服务协议根据《中华人民共和国合同法》及国家有关法律、法规，中国X保险（集团）股份有限公司（以下简称“X公司”）与汇丰控股有限公司（以下简称“顾问方”）双方本着平等自愿、协商一致的原则，同意签订本合同，共同遵守本合同所列示条款。
1.聘用（engagement）：中国X保险（集团）股份有限公司（以下简称X公司）聘用汇丰控股有限公司（以下简称顾问方）且顾问方同意为X公司指定的业务领域提供独立咨询服务。
具体的服务项目、内容及标准双方将另行协商。
2.期限（term）：此协议将于2003年2月17日开始，至2005年2月16日止，协议有效期两年。
合作期间，协议双方可视需要，于协议终止日前协商继续合作事宜。
3.顾问方的工作（efforts of consultant）：顾问方将尽最大努力提供咨询服务。
顾问方将为咨询服务做出合理和认真的工作。
双方认可，顾问方在非排他性的基础上提供服务，顾问方可以选择对其方便的地点和时间内开展服务。
此外，顾问方将保证服务符合所有有关法律的规定。
X公司对顾问方开展服务的方式不负责任。
4.报酬（compensation）：X公司将按照此协议对顾问方提供的咨询服务实际工作天数，向顾问方支付1000美元/天的报酬。
顾问咨询费应以美元结算，每半年支付一次。
（此项费用包含营业税，国家法定节假日、双休日除外）。
顾问方人员在X工作期间的所有个人费用含工资、医疗、保险费、休假（含交通费用）、日常上下班交通、水电、家庭娱乐、住房等均由顾问方承担。
X协助代理顾问方人员申请工作签证，代签其上海住房的租赁合同，并先行代付顾问方人员在上海住房的押金与每月租金。
此项住房租金依据双方实际租赁合同金额，从X实际支付给顾问方的咨询费中扣除。
另外，顾问方人员在X工作产生的办公费用、电脑、差旅费、电话传真费以及复印费等费用由X公司支付。
5.独立合同人资格（independent contractor status）：在制作和执行此协议的过程中，顾问方自始至终都是作为独立的合同人。
咨询服务协议中英文版
咨询服务协议中英文版咨询服务协议中英文版1. 背景和目的本次协议旨在明确咨询服务提供方与咨询服务接收方之间的权利和义务，以确保双方在咨询服务过程中的权益得到充分保障。
2. 定义和概述2.1 咨询服务提供方（以下简称“服务方”）服务方指向需求方提供专业咨询意见和服务的机构或个人。
2.2 咨询服务接收方（以下简称“需求方”）需求方指向服务方提出咨询需求，并接收服务方提供的咨询服务的机构或个人。
2.3 咨询服务内容咨询服务内容指双方达成一致后，服务方向需求方提供的具体咨询服务项目和服务范围。
3. 协议内容3.1 服务方式根据咨询需求的不同，服务方式可以是面对面咨询、方式咨询、在线咨询等形式。
3.2 服务费用咨询服务需要支付一定的费用，具体金额和支付方式由双方协商确定。
3.3 保密条款在咨询服务过程中，涉及到的相关信息应予以保密。
咨询服务提供方和咨询服务接收方都应承担保密的责任。
3.4 责任和义务3.4.1 咨询服务提供方的责任和义务提供符合专业要求的咨询服务。
遵守法律法规，不违反道德规范。
尊重需求方的隐私和合法权益。
3.4.2 咨询服务接收方的责任和义务提供真实、准确的咨询需求信息。
遵守咨询服务规定的约定和要求。
主动提供咨询服务提供方所需的协助和配合。
3.5 服务期限双方应在协议中明确咨询服务的起始日期和结束日期，以确保服务期限得到明确规定。
3.6 协议解除和违约责任3.6.1 解除协议在以下情况下，双方可以解除协议：经协商一致，达成解除协议的意见。
双方在履行协议过程中发生重大争议无法调解的情况。
3.6.2 违约责任一方违反协议规定的，应承担违约责任，并赔偿对方因此产生的损失。
4. 法律适用和争议解决4.1 法律适用本协议适用中华人民共和国法律。
4.2 争议解决如发生争议，双方应通过友好协商解决。
若协商不成，可向有管辖权的法院提起诉讼。
5. 其他约定事项5.1 协议变更本协议如需变更，应经双方协商一致，并以书面形式作出修改。
ConsultingAgreement中英文对照
Consulting Agreement 中英文对照Effective the __ day of ___________, 200_, the Company contracts for services of the Consultant, and the Consultant agrees to serve the Company, under the following terms and conditions:1.Scope of Work.The Consultant shall be responsible for (describeservices desired) as requested and directed by the Company.2.Duration.This Agreement is valid for theperiod: (date) to (date).pensation.a.Pegasus Technologies' standard hourly rate is $140 per hourfor journeyman/senior level engineering work. This rateincludes all normal office supplies and long-distancetelephone fees. In addition, third party expenses incurredfor items such as parts, services, and pre-approved travelare billed at cost plus a 15% handling fee. PegasusTechnologies will provide twice-monthly invoices detailingthe number of hours worked, the tasks undertaken, the amountdue for such services, and any third- party expenses incurred.Pegasus Technologies shall deliver all such invoices to theCompany at the following address:(provide a mailing address)b.The Company shall pay each Consultant invoice no later than30 days following the date of the invoice. Payments not madein a timely manner will be subject to an interest charge of1.5% per month on the unpaid balance. Seriously overdueaccounts will be subject to work stoppage until the accountis made current or satisfactory payment arrangements havebeen made. Payment should be made in the form of a checkpayable in US dollars to:Pegasus Technologies, Inc.108 Pawnook Farm RoadLenoir City, TN 37771c.The Consultant acknowledges that it is an independentcontractor and that it is not entitled to any benefitsprovided by the Company to its employees. Unless the partiesmutually agree, the Consultant shall be responsible at itsown expense for all of its own office overhead and allsecretarial and clerical support services.4.Conflict of Interest.The Consultant agrees to inform the Companyof all the Consultant's interests, if any, which may be, or which the Consultant has reason to believe may be, incompatible with the interests of the Company or the Company's customers. In addition to the foregoing, the Consultant agrees not to make improper use of any information that comes to himself or his agents orrepresentatives in the performance of services under this Agreement.5.Termination.Either party may terminate this Agreement prior tothe expiration date set forth in paragraph 2 above by giving the other thirty (30) days notice in writing, which notice shall specify the date upon which such termination becomes effective. In the event either party gives such notice, this Agreement shall terminate upon the date specified, and the parties hereto shall be released from any and all liability hereunder except such liability as, by the terms hereof, may be accrued prior to, or may extend beyond, such termination.6.Confidentiality.Either party to this Agreement may, in the courseof fulfilling its terms, need to disclose information to the other party that is proprietary or confidential. When such disclosure is undertaken, the following provisions apply:a.The term "Disclosing Party," as used in this Agreement, meansthe party providing Confidential Information. The "ReceivingParty" is the party receiving the information.b.The term "Confidential Information," as used in thisAgreement, means any oral, written, or documentaryinformation or information that is stored by electronic meanswhich (i) relates to this Agreement, (ii) is received by oneof the parties from the other, and, in the case of writteninformation, (iii) is marked "Confidential," "Proprietary"or bears a marking of like import or which the DisclosingParty states in writing at the time of transmittal to, orreceipt by, the Receiving Party is to be consideredconfidential. Orally disclosed information shall beconsidered confidential if identified as such at the time ofdisclosure and if followed up in writing within ten (ten)calendar days, with the information identified and marked asconfidential.c.The term "Trade Secret", as used in this Agreement, means anyoral, written, or documentary information or information that is stored by electronic means that: (i) derives economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by, other persons who can obtain economic value from itsdisclosure or use; and (ii) is the subject of efforts that are reasonable under the circumstances to maintain itssecrecy.d.The "Confidential Information" and "Trade Secrets" do notinclude information that: (i) is already known to theReceiving Party as evidenced by prior documentation thereof;or (ii) is or becomes publicly known through no wrongful act of the Receiving Party; or (iii) is rightfully received by the Receiving Party from a third party without restriction and without breach of this Agreement or any other Agreement;or (iv) is approved for release by written authorization of the Disclosing Party.e.The Receiving Party shall not disclose to others, or use forany purpose of its own, any Confidential Information,financial or business data, technical data, or otherconfidential or proprietary information obtained from the Disclosing Party, or from an affiliated entity of theDisclosing Party, as a result of work done pursuant to this Agreement, or generated or developed in the performance of work under this Agreement. With respect to Trade Secrets, the Receiving Party agrees not to use for any purpose whatsoever or to disclose Trade Secrets at any time during or after the term of this Agreement or until such Trade Secrets lose their status as such by becoming generally available to the public by independent discovery, development, or publication.Furthermore, the Receiving Party will not display for any purpose any drawing, letter, report, other document, or any copy or reproduction thereof belonging to or pertaining to the Disclosing Party, or to an affiliated entity of the Disclosing Party, unless such drawing, letter, report, or other document has been previously published by theDisclosing Party. Publication shall not include publication to an affiliated entity of the Disclosing Party. Upontermination of this Agreement, the Receiving Party agrees toreturn all Confidential Information to the Disclosing Party.f.The covenants regarding Confidential Information and TradeSecrets will apply to any Confidential Information or TradeSecrets disclosed to the Receiving Party by the DisclosingParty before or after the date of this Agreement.7.Intellectual Property Rights.a.The term "Protected Works", as used in this Agreement,includes any and all works of authorship, inventions,discoveries, processes, machines, manufactures,compositions of matter, formulas, techniques, computerprograms, systems, software, source code, firmware, objectcode, hardware systems, mask works, trade secrets,proprietary information, schematics, flow charts, databases,customer lists, marketing plans, product plans, businessstrategies, financial information, forecasts, trademarks,service marks, brand names, trade names, compilations,documents, data, notes, reports, findings, recommendations,designs, drawings, sketches, notebooks, ideas, concepts,technical data and/or training materials, and improvementsto or derivatives from any of the above, whether or notpatentable, or subject to copyright or trademark or tradesecret protection, delivered by the Consultant to the Companyunder this Agreement before or after the date of thisAgreement, or conceived, developed or produced by theConsultant, whether alone or jointly with others, inconnection with or pursuant to the Consultant's performanceunder this Agreement, except as detailed in paragraph 7.b.b.The term "Protected Works", as used in this Agreement, shallnot include the items listed below. These are and will remainthe property of Pegasus Technologies even though they may beused in or made a part of the work performed under thisAgreement:i.[List. If none, write "None" here.]ii.[List]iii.[Describe any licenses or other terms and arrangements that will govern the use of these items in the workunder this Agreement. ]c.The term "Intellectual Property Rights", as used in thisAgreement, includes all rights of inventorship andauthorship, all rights in patents and patent applications,all copyrights, all trademark and service mark rights, allrights in trade secret and proprietary information, allrights of attribution and integrity and other moral rights,and all other intellectual property rights of any type.d.The Consultant agrees that all Protected Works shall bedeemed "work for hire" under the United States Copyright Actand owned exclusively by the Company. To the extent anyProtected Work cannot be deemed work for hire, the Consultantagrees to assign and hereby does assign to the Company allright, title, and interest in and to all Protected Works andall Intellectual Property Rights in and to the ProtectedWorks. The Consultant agrees to execute any documentsreasonably required by the Company to evidence the Company'sexclusive ownership of the Protected Works, and allIntellectual Property rights therein, as contemplated bythis Agreement.e.The parties (and all individuals representing either partyin a technical capacity under this Agreement) agree(s) toexecute the [Consultant's / Company's] standard proprietaryinformation agreement and to fully abide by all the terms ofthat agreement (copy attached).有效的日子,___________ __ 200_,公司承包服务顾问,乙方同意服务公司,在下列条款和条件:工作的围。
顾问聘用协议(中英文)
顾问聘用协议Employment Agreement甲方：Party A: Shanghai BU Cultural Development Co., Ltd.法定代表人：Legal representative:地址：Address:电话：Tel:乙方：韩升洙Party B: Han Seung-soo护照号码：Passport number:住址：Address:电话：Tel:鉴于：Whereas,对中国乃至全球青年企业家成长的关注与支持，上海彼友文化发展有限公司（以下简称“BU资本”）在未来两年内将在中国上海青浦区发起“全球青年企业家高峰论坛”。
就此高峰论坛，经双方深入交流，BU资本与第56届联大主席韩升洙总理本着友好协商的原则，就甲方聘请乙方担任顾问所涉事宜，签订本协议。
Party A, Shanghai BU Cultural Development Co., Ltd. (hereinafter referred to as BU Capital), will sponsor the Global Summit Forum for Young Entrepreneurs in the Qingpu District of Shanghai, China in the next two years in an effort to support young entrepreneurs both in China and around the world ,and intends to hire Party B, Han Seung-soo, former Prime Minister of Korea and President of the 56th Session of the United Nations General Assembly, to serve as the Chief Advisor to the event. The two parties have entered into the following agreements regarding the aforementioned matters after friendly consultations:1、甲方聘请乙方担任“全球青年企业家高峰论坛”总顾问，并向乙方颁发《聘书》（见附件）。
consultingagreement中英文对照
Consulting Agreement 中英文对照Effective the __ day of ___________, 200_, the Company contracts for services of the Consultant, and the Consultant agrees to serve the Company, under the following terms and conditions:1.Scope of Work. The Consultant shall be responsible for (describe servicesdesired) as requested and directed by the Company.2.3.Duration. This Agreement is valid for the period: (date) to (date).4.pensation.6.7.a.Pegasus Technologies' standard hourly rate is $140 per hour forjourneyman/senior level engineering work. This rate includes allnormal office supplies and long-distance telephone fees. In addition,third party expenses incurred for items such as parts, services, andpre-approved travel are billed at cost plus a 15% handling fee.Pegasus Technologies will provide twice-monthly invoices detailingthe number of hours worked, the tasks undertaken, the amount duefor such services, and any third- party expenses incurred. PegasusTechnologies shall deliver all such invoices to the Company at thefollowing address:b.c.(provide a mailing address)d.The Company shall pay each Consultant invoice no later than 30 daysfollowing the date of the invoice. Payments not made in a timelymanner will be subject to an interest charge of % per month on theunpaid balance. Seriously overdue accounts will be subject to workstoppage until the account is made current or satisfactory paymentarrangements have been made. Payment should be made in the formof a check payable in US dollars to:Pegasus Technologies, Inc.e.108 Pawnook Farm RoadLenoir City, TN 37771f.The Consultant acknowledges that it is an independent contractor andthat it is not entitled to any benefits provided by the Company to itsemployees. Unless the parties mutually agree, the Consultant shall beresponsible at its own expense for all of its own office overhead andall secretarial and clerical support services.g.8.Conflict of Interest. The Consultant agrees to inform the Company of all theConsultant's interests, if any, which may be, or which the Consultant hasreason to believe may be, incompatible with the interests of the Company or the Company's customers. In addition to the foregoing, the Consultant agrees not to make improper use of any information that comes to himself or his agents or representatives in the performance of services under thisAgreement.9.10.Termination. Either party may terminate this Agreement prior to theexpiration date set forth in paragraph 2 above by giving the other thirty (30) days notice in writing, which notice shall specify the date upon which such termination becomes effective. In the event either party gives such notice, this Agreement shall terminate upon the date specified, and the partieshereto shall be released from any and all liability hereunder except suchliability as, by the terms hereof, may be accrued prior to, or may extendbeyond, such termination.11.12.Confidentiality. Either party to this Agreement may, in the course of fulfillingits terms, need to disclose information to the other party that is proprietary or confidential. When such disclosure is undertaken, the following provisions apply:13.14.a.The term "Disclosing Party," as used in this Agreement, means theparty providing Confidential Information. The "Receiving Party" is theparty receiving the information.b.c.The term "Confidential Information," as used in this Agreement,means any oral, written, or documentary information or informationthat is stored by electronic means which (i) relates to this Agreement,(ii) is received by one of the parties from the other, and, in the case ofwritten information, (iii) is marked "Confidential," "Proprietary" orbears a marking of like import or which the Disclosing Party states inwriting at the time of transmittal to, or receipt by, the Receiving Partyis to be considered confidential. Orally disclosed information shall beconsidered confidential if identified as such at the time of disclosureand if followed up in writing within ten (ten) calendar days, with theinformation identified and marked as confidential.d.e.The term "Trade Secret", as used in this Agreement, means any oral,written, or documentary information or information that is stored byelectronic means that: (i) derives economic value, actual or potential,from not being generally known to, and not being readilyascertainable by proper means by, other persons who can obtaineconomic value from its disclosure or use; and (ii) is the subject ofefforts that are reasonable under the circumstances to maintain itssecrecy.f.g.The "Confidential Information" and "Trade Secrets" do not includeinformation that: (i) is already known to the Receiving Party asevidenced by prior documentation thereof; or (ii) is or becomespublicly known through no wrongful act of the Receiving Party; or (iii)is rightfully received by the Receiving Party from a third party withoutrestriction and without breach of this Agreement or any otherAgreement; or (iv) is approved for release by written authorization ofthe Disclosing Party.h.i.The Receiving Party shall not disclose to others, or use for anypurpose of its own, any Confidential Information, financial or businessdata, technical data, or other confidential or proprietary informationobtained from the Disclosing Party, or from an affiliated entity of theDisclosing Party, as a result of work done pursuant to this Agreement,or generated or developed in the performance of work under thisAgreement. With respect to Trade Secrets, the Receiving Party agreesnot to use for any purpose whatsoever or to disclose Trade Secrets atany time during or after the term of this Agreement or until suchTrade Secrets lose their status as such by becoming generallyavailable to the public by independent discovery, development, orpublication. Furthermore, the Receiving Party will not display for anypurpose any drawing, letter, report, other document, or any copy orreproduction thereof belonging to or pertaining to the DisclosingParty, or to an affiliated entity of the Disclosing Party, unless suchdrawing, letter, report, or other document has been previouslypublished by the Disclosing Party. Publication shall not includepublication to an affiliated entity of the Disclosing Party. Upontermination of this Agreement, the Receiving Party agrees to returnall Confidential Information to the Disclosing Party.j.k.The covenants regarding Confidential Information and Trade Secrets will apply to any Confidential Information or Trade Secrets disclosedto the Receiving Party by the Disclosing Party before or after the dateof this Agreement.l.15.Intellectual Property Rights.16.17.a.The term "Protected Works", as used in this Agreement, includes anyand all works of authorship, inventions, discoveries, processes,machines, manufactures, compositions of matter, formulas,techniques, computer programs, systems, software, source code,firmware, object code, hardware systems, mask works, trade secrets, proprietary information, schematics, flow charts, databases, customer lists, marketing plans, product plans, business strategies, financialinformation, forecasts, trademarks, service marks, brand names,trade names, compilations, documents, data, notes, reports, findings, recommendations, designs, drawings, sketches, notebooks, ideas,concepts, technical data and/or training materials, and improvements to or derivatives from any of the above, whether or not patentable, or subject to copyright or trademark or trade secret protection,delivered by the Consultant to the Company under this Agreement before or after the date of this Agreement, or conceived, developed or produced by the Consultant, whether alone or jointly with others, in connection with or pursuant to the Consultant's performance under this Agreement, except as detailed in paragraph .b.c.The term "Protected Works", as used in this Agreement, shall notinclude the items listed below. These are and will remain the property of Pegasus Technologies even though they may be used in or made a part of the work performed under this Agreement:d.e.i.[List. If none, write "None" here.]ii.[List]iii.[Describe any licenses or other terms and arrangements that will govern the use of these items in the work under thisAgreement. ]iv.f.The term "Intellectual Property Rights", as used in this Agreement,includes all rights of inventorship and authorship, all rights in patents and patent applications, all copyrights, all trademark and service mark rights, all rights in trade secret and proprietary information, all rights of attribution and integrity and other moral rights, and all otherintellectual property rights of any type.g.h.The Consultant agrees that all Protected Works shall be deemed"work for hire" under the United States Copyright Act and ownedexclusively by the Company. To the extent any Protected Work cannot be deemed work for hire, the Consultant agrees to assign and hereby does assign to the Company all right, title, and interest in and to all Protected Works and all Intellectual Property Rights in and to theProtected Works. The Consultant agrees to execute any documents reasonably required by the Company to evidence the Company'sexclusive ownership of the Protected Works, and all IntellectualProperty rights therein, as contemplated by this Agreement.i.j.The parties (and all individuals representing either party in a technical capacity under this Agreement) agree(s) to execute the [Consultant's /Company's] standard proprietary information agreement and to fullyabide by all the terms of that agreement (copy attached).有效的日子,___________ __ 200_,公司承包服务顾问,乙方同意服务公司,在下列条款和条件:工作的范围。
咨询服务协议ConsultingAgreement-英文模板
AGREEEMENT FOR CONSULTING SERVICESCITY OF FARMINGTON HILLSTHIS AGREEMENT, made and entered into the ________day of __________, 20, ____, by and between the CITY OF FARMINGTON HILLS, a Michigan Municipal Corporation, referred to as the CITY, and _______________________________________________________with offices located at _____________________________________________________________ hereinafter called the CONSULTING ENGINEER.WITNESSETH:That, in consideration of the mutual covernants and agreements herein contained, the parties hereto do mutually agree as follows:A. CONSTRUCTION PROJECT:The construction project shall consist ofB. REVIEW BY THE CITY:The City will require that reviews between the City and the Consultants take place in order that the City’s input can be an integral part of the project. This input may occur at various times during the design of said project. These reviews will consist, as a minimum, of a preliminary review which will follow the preliminary design by the consultant. The second review will take place no later than two weeks prior to the plans being made available to contractors for bidding purposes. The purpose of these reviews will be to allow the City and the consultants to discuss the actual design of the project. This will also allow the City input into the project that may have not been formally discussed in prior meetings. It is possible that this input could result in changes in the design of the project. These reviews must be conducted as the payment schedule is tied to these reviews.C. ENGINEERING SERVICES:The Consulting Engineer shall provide engineering services as follows:SECTION 1 – DESIGN PHASEa. PRELIMINARY:Provide a preliminary design which will include the following and will be complete in ____ calendar days following the execution of this agreement.1. Definition of the Project and its boundaries/or scope. This includesthe detail of design, i.e.: storm drainage calculations, basis for roadcross-section design, etc.2. Input from other agencies where permits or approvals may benecessary. Identify the specific agencies and timing of obtainingpermits.3. Provide surveys and drawings and/or sketches to show the conceptualdesign of the project.4. Itemized preliminary estimate for the cost of the projectimprovements.5. Identify any special problems or concerns that may cause time delaysor that may increase the project cost.6. Provide in writing to the City the engineering fee (expressed as apercent amount) based upon the preliminary estimate.b. FINAL DESIGN:1. Procure all necessary field information and prepare detailed drawingsacceptable to the City and suitable for advertising for bids andconstruction of the project.2. Confer with representatives of the City as required and secure allnecessary approvals and permits of other agencies for the properconstruction of the project.3. Prepare specifications, contract documents and estimates of projectcost.4. Furnish the City with ______copies of plans, specifications andcontract documents.5. Prepare the advertisement for bids, prepare bid documents, securebids, tabulations of bids received, analyze bids received, and makerecommendations as to the award of the contract.6. Prepare final contract documents.7. Obtain soil borings, specialized sub-surface investigations, or anyother specialized work that is to be done by other consultants thatmay be required for the project. These services will be secured bythe consultants executing this agreement, with the approval of theCity. The cost of these services, along with the test results, will bebilled directly to the City following the completion of the testing bythe Consultant executing this agreement.8. Prepare any required easement and/or right-of-way descriptions(including necessary computations and land surveying) upon requestby the City. This also should include a survey drawing foracquisition purposes.9. The Consulting Engineer agrees to complete plans for this project in______calendar days, following the execution of this agreement. SECTION 2 - CONSTRUCTION PHASEa. Consultation with, and advice to, the City or its representatives duringconstruction.b. Make plan changes or sketches as required to meet unforeseen conditionsthat may arise during construction.c. Check all shop drawings or other plans submitted by the Contractor.d. Evaluate and make recommendations to the City relative to any field changesnecessary to complete the project.e. Make periodic observations and reviews of work in progress, make finalreview and report of the completed project, and supply the City with finalas-built mylars, including field work necessary for these mylars. All otherfield notes and design information shall be forwarded to the City. SECTION 3 - LAYOUT AND STAKING FOR CONSTRUCTIONThe Consulting Engineer shall furnish all necessary staking and re-staking so as to control the location of construction and line and grade thereof in accordance with the plans.SECTION 4 - INSPECTION SERVICESThe Consultant, only if directed by the City, shall provide daily inspections of thework. The City shall determine, based upon the type of project, the frequency of the inspection. A detailed daily report will be completed each day accounting for the work accomplished by the Contractor.SECTION 5 - SPECIAL SERVICESAny specialized reports, cost benefit analysis, as required by the City, shall be prepared by the Consulting Engineer. This should be billed to the City at the rate of ____________________________.SECTION 6 - PAYMENTS TO THE CONSULTING ENGINEERThe City shall pay the Consulting Engineer for engineering services as follows:a. For services described under Section 1 and 2, a total percentage fee based oncurve _______________of the latest edition of the American Society of CivilEngineers Manual No. 45, which manual is made a part of this agreement byreference hereto. In cases where the actual final construction cost fallsbetween the percentages as defined on the above mentioned curve, the fee forbasic services shall be a straight line interpolation of percentages as shownon said curve.b. Layout and staking services invoices for such services under Section 3 -Layout and Staking for Construction, shall be ________% of constructioncost, or based on $_______________per day. These shall be submittedmonthly to the City for payment.c. Should construction inspection be requested under Section 4 - InspectionServices; invoices in the amount of $_________per inspection day (8-hourday, 1 man) plus $________________per hour for each hour in excess of 8hours will be billed.d. Direct certified payroll cost for all classifications and employees involved inthe project shall be furnished as required where compensation for servicesinvolves payment by an hourly rate.e. Payments will be made to the consultant as outlined in Section 7 - PaymentSchedule.SECTION 7 - PAYMENT SCHEDULEa. For services rendered under Section 1 and Section 2 as outlined in therespective section, payment shall be upon receipt of invoice.1. Following the preliminary review, 10% of the consultant's fee, basedon the estimated construction cost, will be paid by the City.2. Following the final review of the final design by the City, 45% of theconsultant's fee, based on the estimated cost of construction, will bepaid by the City.3. Following the procurement of bids and award of the contract, if suchaward is granted, 30% of the consultant's fee, based on the low bid,will be paid by the City to the consultant.4. The final payment shall be made to the consultant in the amount of15% of the final cost of the project when the project is completed andas-built drawings have been forwarded to the City, and the projectapproved by the City.Payment for Items C and D outlined above shall be made as outlined, but may reflectreduced or increased amounts should the final construction cost be higher or lowerthan the original estimate. This will be done in order to balance previous paymentsso that the total payment made to the Consultant Engineer, for work done underSections 1 and 2, will not exceed the percent agreement upon applied to the finalconstruction cost.SECTION 8 - ADDITIONAL CONDITIONS AND TERMSa. The City shall have the right to terminate the subject project and thisagreement at any time upon written notice to the Consulting Engineer. In theevent the City elects to terminate the subject project, prior to fullperformance of the Consulting Engineer's services hereunder, the ConsultingEngineer shall become reimbursed as follows:1. Services which have been completed shall be paid for in accordancewith the schedule fees herein set forth, based on current engineer'sdetailed construction cost estimate. The estimate may be modifiedfrom time to time to reflect current costs agreed upon by the City andthe Consulting Engineer.2. In the event a service has not been completed at the time oftermination, the Consulting Engineer shall be compensated for thecompleted portion thereof, based on actual payroll plus profit, whichwill be agreed upon by the City and the Consultant, or the schedulefee set forth herein, whichever is less.b. In the event, a work stoppage of the project by the City, or through an act ofGod, or as a result of any act, condition, or happening beyond the control of the parties hereto, the Consulting Engineer shall be entitled to compensation for such work as may have been completed as of the date of the stoppage.All design information and materials shall become the property of the City. c. This agreement shall be binding upon the parties, their successors andassigns; provided, however, that the parties hereto shall not assign this contract, except for the written consent of both parties.d. The services provided by this agreement cannot include, nor contemplate, thepreparation for, or appearance in, litigation on behalf of the City, but shall include such services by the Consulting Engineer as shall be necessary for public hearings before the City as the City deems necessary.e. The Consulting Engineer holds harmless the City, its officers, agents andemployees, against liability caused by the sole negligence of the Consulting Engineer, and assumes full responsibility for all of its acts or omissions in violation of this agreement; and also that of its officers, agents, and employees acting within the scope of their authority. The Consulting Engineer has the right to defend any lawsuit commenced against the City andwill pay any judgments and costs that may be rendered against the City in such proceedings which are based upon the sole negligence of the ConsultingEngineer. The Consulting Engineer will purchase and maintain Workmen's Compensation Insurance, Employee's Liability Insurance, Comprehensive Liability and Property Damage Insurance in an amount satisfactory to the City. Proof of insurance must be forwarded to the City prior to payment being made as outlined in Section 7a.IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first written above.In the Presence of: CITY OF FARMINGTON HILLS,CorporationMunicipalaMichigan_________________________ BY:______________________________Gary M. Mekjian, P.E.Director, Department of Public Services__________________________ BY:______________________________William C. Otwell, Jr., P.E.City EngineerIn the Presence of: (Consulting Engineer)__________________________ BY:______________________________(President's Name)__________________________ BY:______________________________(Vice-President's Name)。
咨询服务协议中英文版
咨询服务协议中英文版Consulting Service Agreement咨询服务协议（中英文版）This Consulting Service Agreement (hereinafter referred to as the "Agreement") is entered into by and between [Consulting Company Name], with its principal place of business at [Company Address], and [Client Name], with its principal place of business at [Client Address], collectively referred to as the "Parties".本《咨询服务协议》（以下简称“本协议”）由[咨询公司名称]（主要营业地点：[公司地址]）以及[客户名称]（主要营业地点：[客户地址]）（统称为“双方”），共同签署。
1. Services1. 服务内容1.1 The Consulting Company agrees to provide consulting services as mutually agreed upon by the Parties. The specific scope of services, deliverables, and timelines shall be detailed in a separate statement of work (SOW) to be attached to this Agreement.1.1 咨询公司同意根据双方的协商一致提供咨询服务。
具体的服务范围、成果物以及时间表将在附录的工作说明书（SOW）中详细列明。
1.2 The consulting services may include, but are not limited to, providing expert advice, conducting market research, developing strategies,and delivering training programs. The Parties shall cooperate in good faith to achieve the desired outcomes of the consulting services.1.2 咨询服务可能包括但不限于提供专业建议、进行市场调研、制定战略以及提供培训项目。
咨询服务协议范本英文版
咨询服务协议范本英文版Consulting Services AgreementThis Consulting Services Agreement （the ＂Agreement"） is made and entered into as of date （the ＂Effective Date"）， by and between Client's Name （the ＂Client"） and Consultant's Name （the ＂Consultant"）1、 ServicesThe Consultant agrees to provide the following consulting services to the Client （the ＂Services"）：Describe the specific services to be provided in detail, including the scope, objectives, and deliverables2、 Term of AgreementThe term of this Agreement shall commence on the Effective Date and shall continue until completion date or termination event （the ＂Term"）3、 CompensationIn consideration for the Services provided by the Consultant, the Client shall pay the Consultant a fee of amount （the ＂Fee"） The Fee shall be payable as follows:Describe the payment schedule, methods, and any conditions for payment4、 ExpensesThe Client shall reimburse the Consultant for all reasonable and necessary expenses incurred in connection with the performance of the Services, provided that the Consultant obtains prior written approval from the Client for such expenses5、 ConfidentialityBoth parties agree to maintain the confidentiality of all information disclosed during the course of this Agreement The Consultant shall not disclose any confidential information to any third party without the prior written consent of the Client6、 Intellectual PropertyAll intellectual property rights arising from or related to the Services shall be owned by specify the owner, usually the Client or based on specific arrangements7、 Work ProductThe Consultant shall deliver to the Client all work product resulting from the Services in the form and format agreed upon by the parties8、 Representations and WarrantiesThe Consultant represents and warrants that:（a) It has the necessary skills, knowledge, and experience to perform the Services（b) It will perform the Services in a professional and workmanlike mannerThe Client represents and warrants that it will provide all necessary information and cooperation to the Consultant to enable the performance of the Services9、 Limitation of LiabilityNeither party shall be liable for any indirect, incidental, consequential, or punitive damages arising out of or related to this Agreement, except in cases of gross negligence or intentional misconduct10、 TerminationThis Agreement may be terminated by either party upon notice period and conditions for termination11、 Dispute ResolutionIn the event of any dispute or controversy arising out of or related to this Agreement, the parties shall attempt to resolve the dispute through good faith negotiations If the dispute cannot be resolved through negotiations within a specified period, either party may submit the dispute to arbitration or litigation in accordance with the laws of applicable jurisdiction12、 Governing LawThis Agreement shall be governed by and construed in accordance with the laws of applicable jurisdiction13、 Entire AgreementThis Agreement constitutes the entire agreement between the parties and supersedes all prior agreements and understandings, whether written or oral, relating to the subject matter hereof14、 AmendmentsThis Agreement may only be amended or modified by a written instrument signed by both partiesIN WITNESS WHEREOF, the parties have executed this Agreement as of the Effective DateClient: Client's NameSignature: ＿___________________Date: ＿___________________Consultant: Consultant's NameSignature: ＿___________________Date: ＿___________________The above is a basic template for a consulting services agreement in English It should be customized and tailored to the specific circumstances and requirements of the consulting engagement Legal advice may be soughtto ensure the agreement is enforceable and complies with all applicable laws and regulations。
咨询服务协议中英文版
咨询服务协议根据《中华人民共和国合同法》及国家有关法律、法规，中国X保险（集团）股份有限公司（以下简称“X公司”）与汇丰控股有限公司（以下简称“顾问方”）双方本着平等自愿、协商一致的原则，同意签订本合同，共同遵守本合同所列示条款。
1.聘用（engagement）：中国X保险（集团）股份有限公司（以下简称X公司）聘用汇丰控股有限公司（以下简称顾问方）且顾问方同意为X公司指定的业务领域提供独立咨询服务。
具体的服务项目、内容及标准双方将另行协商。
2.期限（term）：此协议将于2003年2月17日开始，至2005年2月16日止，协议有效期两年。
合作期间，协议双方可视需要，于协议终止日前协商继续合作事宜。
3.顾问方的工作（efforts of consultant）：顾问方将尽最大努力提供咨询服务。
顾问方将为咨询服务做出合理和认真的工作。
双方认可，顾问方在非排他性的基础上提供服务，顾问方可以选择对其方便的地点和时间内开展服务。
此外，顾问方将保证服务符合所有有关法律的规定。
X公司对顾问方开展服务的方式不负责任。
4.报酬（compensation）：X公司将按照此协议对顾问方提供的咨询服务实际工作天数，向顾问方支付1000美元/天的报酬。
顾问咨询费应以美元结算，每半年支付一次。
（此项费用包含营业税，国家法定节假日、双休日除外）。
顾问方人员在X工作期间的所有个人费用含工资、医疗、保险费、休假（含交通费用）、日常上下班交通、水电、家庭娱乐、住房等均由顾问方承担。
X协助代理顾问方人员申请工作签证，代签其上海住房的租赁合同，并先行代付顾问方人员在上海住房的押金与每月租金。
此项住房租金依据双方实际租赁合同金额，从X实际支付给顾问方的咨询费中扣除。
另外，顾问方人员在X工作产生的办公费用、电脑、差旅费、电话传真费以及复印费等费用由X公司支付。
5.独立合同人资格（independent contractor status）：在制作和执行此协议的过程中，顾问方自始至终都是作为独立的合同人。
简单咨询费合同范本英文版
简单咨询费合同范本英文版---Consultancy AgreementThis Consultancy Agreement (“Agreement”) is made on [Date] etween:Client: [Full Name or Comany Name]Address: [Client's Address](hereinafter referred to as "the Client")andConsultant: [Full Name or Consultant's Comany Name]Address: [Consultant's Address](hereinafter referred to as "the Consultant")1. urose of the Agreement:The urose of this Agreement is to rovide for the rovision of consulting services y the Consultant to the Client in relation to [secific area of consultation, e.g., marketing strategies, IT solutions, usiness develoment, etc.].2. Scoe of Services:The Consultant shall rovide the following services to the Client:- Conduct an initial assessment of the Client’s current [area of focus, e.g., ma rketing efforts, IT infrastructure, etc.].- Develo a detailed action lan ased on the assessment results.- rovide recommendations and advice on est ractices and strategies.- Assist in imlementing the roosed solutions.- rovide ongoing suort and eriodic evaluations of the imlemented strategies.3. Term of the Agreement:The term of this Agreement shall commence on [Start Date] and continue until [End Date], unless terminated earlier in accordance with the rovisions set out in this Agreement.4. Fees and ayment:a) The Client agrees to ay the Consultant a fee of [Total Fee] for the services rovided under this Agreement.) ayment shall e made in [Numer] installments as follows:- [First Installment Details, e.g., amount, due date]- [Second Installment Details, if alicale]c) All ayments shall e made y [Method of ayment, e.g., ank transfer, check] to the following account:- ank Name: [ank Name]- Account Name: [Account Name]- Account Numer: [Account Numer]d) Late ayments will incur a enalty of [enalty Details, e.g., ercentage or fixed amount].5. Confidentiality:oth arties agree to maintain the confidentiality of all information disclosed during the course of this Agreement that is marked as confidential or rorietary. This oligation shall survive the termination of this Agreement.6. Intellectual roerty:Any deliverales created y the Consultant for the Client shall remain the roerty of the Client uon comletion. The Consultant grants a license to the Client to use such materials solely for the urose intended under this Agreement.7. Termination:Either arty may terminate this Agreement uon [Notice eriod, e.g., thirty (30)] days written notice to the other arty for any reason, including without limitation, reach of contract or failure to erform any oligation under this Agreement.8. Governing Law and Disute Resolution:This Agreement shall e governed y and construed in accordance with the laws of [Jurisdiction, e.g., the State of California, United States]. Any disutes arising out of or in connection with this Agreement shall e resolved through inding aritration in accordance with the rules of [Aritration Organization].9. Entire Agreement:This Agreement constitutes the entire agreement etween the arties and suersedes all rior negotiations, understandings, and agreements etween them, whether written or oral. No amendment to this Agreement shall e inding unless in writing and signed y oth arties.10. Acknowledgment:The arties acknowledge that they have read this Agreement, fully understand its terms, and sign it freely and voluntarily.Client: _____________________________Signature: ___________________________Date: ___________________________Consultant: _____________________________Signature: ___________________________Date: ___________________________---。
Consulting_Agreement顾问协议书英文版
APPENDIX ECONSULTING AGREEMENTTHIS CONSULTING AGREEMENT (the "Agreement") is made and entered into this day of , 200_ (the "Effective Date") by and between XYZ Corporation, a ______________ corporation duly organized under law and having an usual place of business at _______________________(hereinafter referred to as the “pany") and ___________________ of (hereinafter referred to as the "Consultant").WHEREAS, the pany wishes to engage the Consultant to provide the services described herein and Consultant agrees to provide the services for the pensation and otherwise in accordance with the terms and conditions contained in this Agreement,NOW THEREFORE, in consideration of the foregoing, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, accepted and agreed to, the pany and the Consultant, intending to be legally bound, agree to the terms set forth below.1. TERM. mencing as of the Effective Date, and continuing for a period of ____ (__) years (the “Term〞), unless earlier terminated pursuant to Article 4 hereof, the Consultant agrees that he/she will serve as a consultant to the pany. This Agreement may be renewed or extended for any period as may be agreed by the parties.2.DUTIES AND SERVICES.(a) Consultant's duties and responsibilities shall be (collectively, the “Duties〞or “Services〞).(b) Consultant agrees that during the Term he/she will devote up to ____ (__) days per month to his/her Duties. The pany will periodically provide the Consultant with a schedule of therequested hours, responsibilities and deliverables for the applicable period of time. The Duties will be scheduled on an as-needed basis.(c) The Consultant represents and warrants to the pany that he/she is under no contractual or other restrictions or obligations which are inconsistent with the execution of this Agreement, or which will interfere with the performance of his/her Duties. Consultant represents and warrants that the execution and performance of this Agreement will not violate any policies or procedures of any other person or entity for which he/she performs Services concurrently with those performed herein.(d) In performing the Services, Consultant shall ply, to the best of his/her knowledge, with all business conduct, regulatory and health and safety guidelines established by the pany for any governmental authority with respect to the pany’s business.3. CONSULTING FEE.(a) Subject to the provisions hereof, the pany shall pay Consultant a consulting fee of ($______) Dollars for each hour of Services provided to the pany (the "Consulting Fee"). The Consultant shall submit monthly, on the pany’s standard reporting form, a listing of his/her hours, the Duties performed and a summary of his/her activities. The Consulting Fee shall be paid within fifteen (15) days of the pany’s receipt of the report and invoice.(b) Consultant shall be entitled to prompt reimbursement for all pre-approved expenses incurred in the performance of his/her Duties, upon submission and approval of written statements and receipts in accordance with the then regular procedures of the pany.(c) The Consultant agrees that all Services will be rendered by him/her as an independent contractor and that this Agreement does not create an employer-employee relationship between the Consultant and the pany. The Consultant shall have no right to receive any employee benefits including, but not limited to, health and accident insurance, life insurance, sick leave and/or vacation. Consultant agrees to pay all taxes including, self-employment taxes due in respect of the Consulting Fee and to indemnify the pany in the event the pany is required to pay any such taxes onbehalf of the Consultant.4.EARLY TERMINATION OF THE TERM.(a) If the Consultant voluntarily ceases performing his/her Duties, bees physically or mentally unable to perform his/her Duties, or is terminated for cause, then, in each instance, the Consulting Fee shall cease and terminate as of such date. Any termination “F or Cause〞 shall be made in good faith by the pany’s Board of Directors.(b) This Agreement may be terminated without cause by either party upon not less than thirty (30) days prior written notice by either party to the other.(c) Upon termination under Sections 4(a) or 4(b), neither party shall have any further obligations under this Agreement, except for the obligations which by their terms survive this termination as noted in Section 16 hereof. Upon termination and, in any case, upon the pany’s request, the Consultant shall return immediately to the pany all Confidential Information, as hereinafter defined, and copies thereof.5. RESTRICTED ACTIVITIES. During the Term and for a period of one (1) year thereafter, Consultant will not, directly or indirectly:(i) solicit or request any employee of or consultant to the pany to leave theemploy of or cease consulting for the pany;(ii) solicit or request any employee of or consultant to the pany to join theemploy of, or begin consulting for, any individual or entity that researches, develops,markets or sells products that pete with those of the pany;(iii) solicit or request any individual or entity that researches, develops, marketsor sells products that pete with those of the pany, to employ or retain as a consultantany employee or consultant of the pany; or(iv) induce or attempt to induce any supplier or vendor of the pany to terminateor breach any written or oral agreement or understanding with the pany.6. PROPRIETARY RIGHTS.(a) Definitions. For the purposes of this Article 6, the terms set forth below shall have the following meanings:(i) Concept and Ideas. Those concepts and ideas disclosed by the pany toConsultant or which are first developed by Consultant during the course of the performance of Services hereunder and which relate to the pany' present, past or prospective business activities, services, and products, all of which shall remain the sole and exclusive property of the pany. The Consultant shall have no publication rights and all of the same shall belong exclusively to the pany.(ii) Confidential Information. For the purposes of this Agreement, Confidential Information shall mean and collectively include: all information relating to the business, plans and/or technology of the pany including, but not limited to technical information including inventions, methods, plans, processes, specifications, characteristics, assays, raw data, scientific preclinical or clinical data, records, databases, formulations, clinical protocols, equipment design, know-how, experience, and trade secrets; developmental, marketing, sales, customer, supplier, consulting relationship information, operating, performance, and cost information; puter programming techniques whether in tangible or intangible form, and all record bearing media containing or disclosing the foregoing information and techniques including, written business plans, patents and patent applications, grant applications, notes, and memoranda, whether in writing or presented, stored or maintained in or by electronic, magnetic, or other means.Notwithstanding the foregoing, the term “Confidential Information〞shall not include any information which: (a) can be demonstrated to have been in the public domain or was publicly known or available prior to the date of the disclosure to Consultant; (b) canbe demonstrated in writing to have been rightfully in the possession of Consultant prior to the disclosure of such information to Consultant by the pany; (c) bees part of the public domain or publicly known or available by publication or otherwise, not due to any unauthorized act or omission on the part of Consultant; or (d) is supplied to Consultant by a third party without binder of secrecy, so long as that such third party has no obligation to the pany or any of its affiliated panies to maintain such information in confidence.(b) Non-Disclosure to Third Parties. Except as required by Consultant's Duties, Consultant shall not, at any time now or in the future, directly or indirectly, use, publish, disseminate or otherwise disclose any Confidential Information, Concepts, or Ideas to any third party without the prior written consent of the pany which consent may be denied in each instance and all of the same, together with publication rights, shall belong exclusively to the pany.(c) Documents, etc. All documents, diskettes, tapes, procedural manuals, guides, specifications, plans, drawings, designs and similar materials, lists of present, past or prospective customers, customer proposals, invitations to submit proposals, price lists and data relating to the pricing of the pany' products and services, records, notebooks and all other materials containing Confidential Information or information about Concepts or Ideas (including all copies and reproductions thereof), that e into Consultant's possession or control by reason of Consultant's performance of the relationship, whether prepared by Consultant or others: (a) are the property of the pany, (b) will not be used by Consultant in any way other than in connection with the performance of his/her Duties, (c) will not be provided or shown to any third party by Consultant, (d) will not be removed from the pany's or Consultant’s premises (except as Consultant's Duties require), and (e) at the termination (for whatever reason), of Consultant's relationship with the pany, will be left with, or forthwith returned by Consultant to the pany.(d)Patents, etc. The Consultant agrees that the pany is and shall remain the exclusive owner of the Confidential Information and Concepts and Ideas. Any interest in patents, patent applications, inventions, technological innovations, trade names, trademarks, service marks, copyrights, copyrightable works, developments, discoveries, designs, processes, formulas, know-how, data and analysis, whether registrable or not ("Developments"), which Consultant, as a result of rendering Services to the pany under this Agreement, may conceive or develop, shall: (i)forthwith be brought to the attention of the pany by Consultant and (ii) belong exclusively to the pany. No license or conveyance of any such rights to the Consultant is granted or implied under this Agreement.(e) Assignment. The Consultant hereby assigns and, to the extent any such assignment cannot be made at present, hereby agrees to assign to the pany, without further pensation, all of his/her right, title and interest in and to all Concepts, Ideas, and Developments. The Consultant will execute all documents and perform all lawful acts which the pany considers necessary or advisable to secure its rights hereunder and to carry out the intent of this Agreement.7. EQUITABLE RELIEF. Consultant agrees that any breach of Articles 5 and 6 above by him/her would cause irreparable damage to the pany and that, in the event of such breach, the pany shall have, in addition to any and all remedies of law, the right to an injunction, specific performance or other equitable relief to prevent the violation or threatened violation of Consultant's obligations hereunder.8. WAIVER. Any waiver by the pany of a breach of any provision of this Agreement shall not operate or be construed as a waiver of any subsequent breach of the same or any other provision hereof. All waivers by the pany shall be in writing.9. SEVERABILITY; REFORMATION. In case any one or more of the provisions or parts of a provision contained in this Agreement shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision or part of a provision of this Agreement; and this Agreement shall, to the fullest extent lawful, be reformed and construed as if such invalid or illegal or unenforceable provision, or part of a provision, had never been contained herein, and such provision or part reformed so that it would be valid, legal and enforceable to the maximum extent possible. Without limiting the foregoing, if any provision (or part of provision) contained in this Agreement shall for any reason be held to be excessively broad as to duration, activity or subject, it shall be construed by limiting and reducing it, so as to be enforceable to the fullest extent patible with then existing applicable law.10. ASSIGNMENT. The pany shall have the right to assign its rights and obligations underthis Agreement to a party which assumes the pany' obligations hereunder. Consultant shall not have the right to assign his/her rights or obligations under this Agreement without the prior written consent of the pany. This Agreement shall be binding upon and inure to the benefit of the Consultant's heirs and legal representatives in the event of his/her death or disability.11. HEADINGS. Headings and subheadings are for convenience only and shall not be deemed to be a part of this Agreement.12. AMENDMENTS. This Agreement may be amended or modified, in whole or in part, only by an instrument in writing signed by all parties hereto. Any amendment, consent, decision, waiver or other action to be made, taken or given by the pany with respect to the Agreement shall be made, taken or given on behalf of the pany only by authority of the pany’s Board of Directors.13. NOTICES. Any notices or other munications required hereunder shall be in writing and shall be deemed given when delivered in person or when mailed, by certified or registered first class mail, postage prepaid, return receipt requested, addressed to the parties at their addresses specified in the preamble to this Agreement or to such other addresses of which a party shall have notified the others in accordance with the provisions of this Section 13.14. COUNTERPARTS. This Agreement may be executed in two or more counterparts, each of which shall constitute an original and all of which shall be deemed a single agreement.15. GOVERNING LAW.This Agreement shall be construed in accordance with and governed for all purposes by the laws of applicable to contracts executed and wholly performed within such jurisdiction. Any dispute arising hereunder shall be referred to and heard in only a court located in .16. SURVIVAL. The provisions of Sections 5 to 9 and 15 to 16 of this Agreement shall survive the expiration of the Term or the termination of this Agreement. This Agreement supersedes all prior agreements, written or oral, between the pany and the Consultant relating to the subject matter of this Agreement.EXECUTED, under seal, effective as of the Effective Date.XYZ CORPORATION CONSULTANTBy:[Name] [Title]Hereunto Duly Authorized。
咨询顾问合同范本英文缩写
咨询顾问合同范本英文缩写CONSULTING AGREEMENTThis Consulting Agreement ("Agreement") is entered into as of [Insert Date], by and between [Insert Client Name], a [Insert Client's Entity Type] with its principal place of business at [Insert Client's Address] ("Client"), and [Insert Consultant Name], an individual residing at [Insert Consultant's Address] ("Consultant").1. Purpose of AgreementThe Client hereby engages the Consultant to provideconsulting services as described herein, and the Consultant agrees to provide such services to the Client.2. Scope of ServicesThe Consultant shall provide the following services to the Client: [Insert Detailed Description of Services]. The Consultant will perform the services diligently, professionally, and in accordance with the highest standardsof the Consultant's profession.3. Term of AgreementThis Agreement shall commence on [Insert Start Date] andshall continue until [Insert End Date], unless earlier terminated by either party in accordance with the provisionsof this Agreement.4. CompensationThe Consultant shall be compensated at the rate of [Insert Hourly/Project Rate] for services rendered. The Consultantwill invoice the Client on a [Insert Billing Frequency, e.g., monthly] basis for services provided during the preceding [Insert Billing Period, e.g., month].5. ExpensesThe Consultant shall be responsible for all of its own expenses incurred in the performance of the services, unless otherwise agreed to in writing by the Client.6. Intellectual PropertyAll intellectual property rights in any materials, reports,or other deliverables created by the Consultant in the course of providing services under this Agreement shall be the exclusive property of the Client.7. ConfidentialityThe Consultant agrees to hold in strict confidence all information and materials provided by the Client and to use such information and materials solely for the purposes of providing the services under this Agreement.8. TerminationEither party may terminate this Agreement upon [Insert Notice Period, e.g., 30 days'] written notice to the other party. Upon termination, the Consultant shall promptly deliver tothe Client all materials and property belonging to the Client.9. IndemnificationThe Consultant shall indemnify and hold the Client harmless from any and all claims, damages, or liabilities arising outof the Consultant's performance of services under this Agreement.10. Governing LawThis Agreement shall be governed by and construed in accordance with the laws of the [Insert Jurisdiction].11. Entire AgreementThis Agreement constitutes the entire agreement between the parties and supersedes all prior negotiations, understandings, or agreements, whether oral or written.12. AmendmentsThis Agreement may not be amended or modified except inwriting signed by both parties.13. AssignmentThe Consultant shall not assign this Agreement or any of its rights or obligations hereunder without the prior written consent of the Client.14. Independent ContractorThe Consultant is an independent contractor and is not an employee of the Client. The Consultant shall not be entitledto any benefits provided by the Client to its employees.15. NoticesAll notices under this Agreement shall be in writing andshall be deemed duly given when delivered personally or sentby certified mail, return receipt requested, to the addresses set forth above or to such other address as either party may designate in writing.IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written.[Insert Client Name] [Insert Consultant Name]By: _______________________ By: _______________________ [Authorized Signatory] [Authorized Signatory]Date: _____________________ Date: _____________________。
咨询服务协议中英文版
咨询服务协议中英文版Consulting Services Agreement咨询服务协议This Consulting Services Agreement (the "Agreement") is made and entered into on [date] (the "Effective Date") by and between [Company Name], a company organized and existing under the laws of [Country], with registered address at [Address], hereinafter referred to as the "Client," and [Consultant Name], an individual residing at [Address], hereinafter referred to as the "Consultant."WHEREAS, the Client is in need of professional consulting services; andWHEREAS, the Consultant possesses the necessary expertise and qualifications to provide such services;NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein, the Client and the Consultant (each a "Party" and collectively the "Parties") agree as follows:1. Scope of Services1.1 The Consultant shall provide consulting services to the Client in accordance with the terms and conditions set forth in this Agreement.1.2 The specific services to be provided by the Consultant shall be agreed upon by both Parties and outlined in a separate Statement of Work (SOW) which shall be considered an integral part of this Agreement.2. Term2.1 This Agreement shall commence on the Effective Date and shall continue until the completion of the services defined in the SOW, unless terminated earlier in accordance with the provisions of this Agreement.2.2 Either Party may terminate this Agreement with written notice to the other Party if there is a material breach of any of the terms herein.3. Compensation3.1 In consideration for the consulting services rendered by the Consultant, the Client shall pay the Consultant the agreed-upon fee as detailed in the SOW.3.2 Payment terms and conditions shall also be specified in the SOW.4. Confidentiality4.1 The Parties acknowledge that during the course of providing services, Confidential Information (as defined below) may be disclosed.4.2 "Confidential Information" refers to any non-public information that is disclosed by either Party to the other Party, either directly or indirectly, in writing, orally, or by inspection of tangible objects, and is marked as "confidential" or identified as such at the time of disclosure.4.3 The Parties agree to hold all Confidential Information in strict confidence and shall not disclose or use the Confidential Information for any purpose other than as necessary to fulfill the obligations under this Agreement.4.4 The obligations of confidentiality shall survive the termination of this Agreement.5. Intellectual Property5.1 Any intellectual property created by the Consultant during the provision of services shall be retained by the Consultant.5.2 The Client shall have a non-exclusive, royalty-free license to use any intellectual property delivered or created as part of the services for the purposes agreed upon in the SOW.6. Governing Law and Jurisdiction6.1 This Agreement shall be governed by and construed in accordance with the laws of [Country].6.2 Any disputes arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of [Country].This Agreement, including any attached SOW, constitutes the entire understanding between the Parties with respect to the subject matter hereof and supersedes all prior agreements, understandings, and negotiations, whether oral or written. No modification, amendment, or waiver of any provision of this Agreement shall be effective unless in writing and signed by both Parties.IN WITNESS WHEREOF, the Parties hereto have executed this Consulting Services Agreement as of the Effective Date.Client: Consultant:[Client Name] [Consultant Name]。
咨询服务合同英文简版
咨询服务合同英文简版Consulting Services AgreementThis Consulting Services Agreement (the "Agreement") is made and entered into on this [Date], by and between:and[Consultant Name], an individual residing at [Address] (hereinafter referred to as the "Consultant").WHEREAS, the Client is in need of consulting services in the field of [Field], and the Consultant possesses the necessary expertise and skills to provide such services; andWHEREAS, the Consultant agrees to provide consulting services to the Client, and the Client agrees to engage the Consultant for the provision of such services, upon the terms and conditions set forth herein.NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the parties agree as follows:1. Scope of Services:1.1 The Consultant agrees to provide the Client with consulting services as agreed upon between the parties. Such services may include, but are not limited to, [specific services to be provided].2. Timeframe:3.1 In consideration for the services to be provided by the Consultant, the Client agrees to pay the Consultant a fee as agreed upon between the parties. The fee shall be paid in [Currency] and shall be subject to any applicable taxes. Payment shall be made within [number of days] days of receipt of an invoice from the Consultant.4. Confidentiality:4.1 Both parties acknowledge that during the course of the provision of services, they may have access to confidential information of the other party. Both parties agree to keep such information confidential and not to disclose it to any third party, except as required by law or with the prior written consent of the disclosing party.5. Intellectual Property:5.1 Any intellectual property developed or created by the Consultant in the course of providing services under this Agreement shall be the property of the Client.6. Termination:7. Governing Law:7.1 This Agreement shall be governed by and construed in accordance with the laws of [Country]. Any disputes arising out of or in connection with this Agreement shall be resolved through negotiation in good faith. If the parties are unable toreach a resolution, the disputes shall be submitted to the exclusive jurisdiction of the courts of [Country].8. Entire Agreement:8.1 This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior oral or written agreements, understandings, or representations.IN WITNESS WHEREOF, the parties have executed this Consulting Services Agreement as of the day and year first above written.[Client Name]By: [Authorized Signatory]Title: [Title][Consultant Name]By: [Authorized Signatory]。
咨询服务协议 中英文版(2023版)
咨询服务协议中英文版咨询服务协议本协议（下称“协议”）由以下双方共同订立，双方同意遵守本协议的条款和条件，并在此确认其共同的权利和责任。
一、协议目的本协议的目的是明确咨询服务提供方与咨询服务接受方之间的权利和义务，确保咨询服务的顺利进行。
二、定义1.咨询服务提供方（以下简称“提供方”）：公司名称：____________________地质：____________________________________________2.咨询服务接受方（以下简称“接受方”）：公司名称：____________________地质：____________________________________________三、咨询服务内容1.提供方将根据接受方的需求和要求，提供以下咨询服务：（列出具体咨询服务内容，可以细化为多个章节或项目）2.提供方承诺按照行业最佳实践和专业知识，提供高质量的咨询服务，并致力于帮助接受方达到其预期目标。
四、咨询服务期限1.咨询服务的开始日期为_____________，结束日期为_____________。
2.双方可商议延长或提前终止咨询服务期限，但应遵守协商一致的原则，并书面确认变更。
五、咨询服务费用1.接受方应按照以下方式支付咨询服务费用：（列出费用支付方式、金额及时间）2.如果咨询服务期限发生变更，费用也应按变更后的期限重新调整，并经双方书面确认。
六、保密条款1.双方同意在本协议有效期内和协议终止后仍对本协议涉及的机密信息予以保密。
2.“机密信息”包括但不限于商业机密、客户信息、技术信息等。
3.双方同意不将机密信息向第三方披露，除非经过双方书面同意或根据法律法规要求披露。
七、风险分担1.提供方对咨询服务的内容和结果承担责任。
2.接受方应根据自身需求和情况，对咨询服务结果进行判断和决策。
八、解决争议1.出现争议时，双方应通过友好协商解决。
2.如协商无法解决争议，任何一方可向有管辖权的法院提起诉讼。
咨询服务合同中英简版
咨询服务合同中英咨询服务合同中英对照1. 合同简介该合同为咨询服务合同，由一方提供咨询服务，另一方支付咨询费用。
本文档为合同中英对照版本，方便双方清楚理解合同内容。
2. 合同条款2.1 服务描述中文版本：甲方同意向乙方提供以下咨询服务：1. 提供专业咨询意见和建议；2. 分析和评估相关问题；3. 提供解决方案和实施计划；4. 提供必要的培训和支持。
英文版本：Party A agrees to provide the following consulting services to Party B:1. Provide professional consulting advice and recommendations;2. Analyze and assess related issues;3. Provide solutions and implementation plans;4. Provide necessary trning and support.2.2 服务费用中文版本：乙方同意支付甲方咨询服务的费用，合同金额为X人民币。
支付方式为双方协商确定的方式，支付时间为服务完成后的30天内。
英文版本：Party B agrees to pay Party A the consulting fees, with a contract amount of X RMB. The payment method will be determined through mutual agreement, and the payment shall be made within 30 days after the completion of the services.2.3 保密条款中文版本：双方同意在合同有效期内和合同终止后继续保守合同内容，并遵守保密责任。
未经另一方事先书面同意，双方不得向任何第三方披露合同内容。
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Consulting Agreement (中英文简化版)
Consulting Agreement (咨询协议)
This Consulting Agreement ("Agreement") is entered into between [Consultant Name] ("Consultant") and [Client Name] ("Client") on [Effective Date]. is entered into between [Consultant Name] ("Consultant") and [Client Name] ("Client") on [Effective Date].
本咨询协议（"协议"）是由[咨询师姓名]（"咨询师"）与[客户姓名]（"客户"）于[生效日期]签订。
是由[咨询师姓名]（"咨询师"）与[客户姓名]（"客户"）于[生效日期]签订。
1. Scope of the Agreement (协议范围)
1.1 Services Provided (提供服务)
Consultant agrees to provide consulting services to the Client in the area of [consulting services area]. The specific services to be provided
will be detailed in the Statement of Work (SOW) attached hereto as Exhibit A.
咨询师同意为客户在[咨询服务领域]提供咨询服务。
具体提供的服务将在附注A中详细说明的工作说明书（SOW）中列明。
1.2 Project Schedule (项目进度)
The project schedule, including the start and end date, milestones, and deliverables, will be set forth in the SOW.
项目计划表，包括开始和结束日期、里程碑和可交付成果，将在工作说明书中列明。
2.1 Fee (费用)
The Client agrees to pay the Consultant a fee for the services rendered, as outlined in the SOW. The fee amount, payment terms, and invoicing details will be specified in the SOW.
客户同意按照工作说明书中的规定向咨询师支付咨询服务费用。
费用金额、付款条件和细节将在工作说明书中具体规定。
2.2 Expenses (费用)
The Client agrees to reimburse the Consultant for any reasonable and necessary expenses incurred during the course of providing the consulting services, subject to Client's prior approval. The expense reimbursement process will be specified in the SOW.
客户同意在提供咨询服务过程中，根据客户的事先批准，向咨
询师报销合理且必要的费用。
费用报销流程将在工作说明书中具体
说明。
3. Ownership and Confidentiality (所有权和保密性)
3.1 Ownership (所有权)
Any intellectual property developed or created by the Consultant in the course of providing the services shall be the property of the Client.
Consultant agrees to assign ownership of such intellectual property to the Client upon receipt of full payment for the services rendered.
咨询师在提供服务过程中所开发或创造的任何知识产权将归属于客户。
咨询师同意在收到全部咨询服务费用后，将此类知识产权的所有权转让给客户。
3.2 Confidentiality (保密性)
Both parties agree to keep confidential any confidential information disclosed during the term of this Agreement. The obligations of confidentiality shall survive the termination of this Agreement.
双方同意在本协议期间保密披露的任何机密信息。
保密义务将在本协议终止后继续存在。
4. Term and Termination (期限和终止)
4.1 Term (期限)
本协议自生效日起开始，并持续到完成服务，除非根据本协议提前终止。
4.2 Termination for Convenience (方便终止)
Either party may terminate this Agreement at any time for any reason by giving [number of days] days' prior written notice to the other party.
任何一方可在任何时间以任何理由向对方提前[天数]天书面通知，终止本协议。
5. Governing Law and Jurisdiction (适用法律和管辖权)
This Agreement shall be governed by and construed in accordance with the laws of [governing law jurisdiction]. Any dispute arising out of this Agreement shall be subject to the exclusive jurisdiction of the courts of [jurisdiction].
本协议应适用并依照[governing law jurisdiction]法律解释和执行。
由本协议引起的任何争议将提交[jurisdiction]法院的专属管辖。
6. Entire Agreement (完整协议)
This Agreement, together with any exhibits and attachments, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior discussions, negotiations, and agreements, whether oral or written.
本协议连同任何附件和附属文件，构成双方就本协议主题事项
达成的完整协议，并取代一切口头或书面的先前讨论、谈判和协议。
IN WITNESS WHEREOF, the parties hereto have executed
this Consulting Agreement as of the Effective Date., the parties hereto have executed this Consulting Agreement as of the Effective Date.
本协议于生效日期由双方签署。
Exhibit A: Statement of Work (附注A：工作说明书)
[Attach the detailed statement of work as Exhibit A] [将详细的工作说明书作为附注A附件]。