Consulting Agreement with Sharing of Software Revenues

{{company_name}}

{{company_address}}

Phone: {{phone}} | Email: {{email}} | Web: {{website}}

Consulting Agreement with Sharing of Software Revenues

Consulting Agreement with Sharing of Software Revenues

{{company_name}} {{company_address}} {{phone}} {{email}} {{website}}

Consulting Agreement

This Consulting Agreement (the "Agreement") is made and entered into as of {{date_of_agreement}} (the "Effective Date"), by and between:

{{company_name}}, a company duly incorporated under the laws of {{country_of_incorporation}}, with its principal place of business at {{company_address}} (hereinafter referred to as "Company");

AND

{{consultant_name}}, residing at {{consultant_address}}, or a company duly incorporated under the laws of {{consultant_country_of_incorporation}}, with its principal place of business at {{consultant_address}} (hereinafter referred to as "Consultant").

1. Services

The Company hereby engages the Consultant to provide consulting services related to {{description_of_services}} (the "Services"). The specific details of the Services to be provided shall be further outlined in Schedule A, attached hereto and incorporated by reference.

The Consultant shall perform the Services in a professional and workmanlike manner, in accordance with generally accepted industry standards and practices.

2. Term

This Agreement shall commence on the Effective Date and shall continue until terminated by either party in accordance with the provisions of Section 8.

3. Payment and Revenue Sharing

3.1. Consultancy Fee: In consideration for the Services rendered, the Company shall pay the Consultant a consultancy fee of {{consultancy_fee_amount}} per {{payment_period}} (e.g., month, project milestones), payable on {{payment_due_date_description}}.

3.2. Software Revenue Sharing: In addition to the consultancy fee, the Company agrees to share with the Consultant a percentage of the net revenues generated from the software developed or improved as a result of the Consultant's Services (the "Software").

3.2.1. The revenue share shall be {{revenue_share_percentage}}% of the net revenues, defined as gross revenues less {{deductible_expenses_description}} (e.g., returns, discounts, hosting costs, third-party licensing fees directly attributable to the Software).

3.2.2. Revenue share payments shall be calculated and paid {{payment_frequency_for_revenue_share}} (e.g., quarterly, semi-annually) within {{days_for_payment_of_revenue_share}} days of the end of the respective period.

3.2.3. The Company shall provide the Consultant with detailed statements of gross revenues and deductible expenses related to the Software, supporting the revenue share calculation, within {{days_for_statement_provision}} days of the end of each payment period.

3.2.4. The Consultant shall have the right, at its own expense and no more than once per year, to audit the Company's records pertaining to the Software revenues, provided {{advance_notice_for_audit}} days' prior written notice is given to the Company.

4. Intellectual Property

All intellectual property rights, including but not limited to copyrights, patents, trademarks, and trade secrets, arising from the Services and the Software developed under this Agreement, shall be the sole and exclusive property of the Company.

The Consultant hereby assigns to the Company all rights, title, and interest in and to any intellectual property created or developed by the Consultant in the course of providing the Services.

5. Confidentiality

The Consultant agrees to keep confidential all non-public information obtained from the Company during the term of this Agreement, including but not limited to business plans, financial data, customer lists, and technical specifications of the Software (the "Confidential Information").

The Consultant shall not disclose, reproduce, or use the Confidential Information for any purpose other than for the performance of the Services under this Agreement.

6. Independent Contractor Status

The Consultant shall perform the Services as an independent contractor and not as an employee, agent, partner, or joint venture of the Company. The Consultant shall be solely responsible for all taxes, national insurance contributions, and other statutory payments arising from the compensation received under this Agreement.

7. Warranties and Indemnities

The Consultant warrants that the Services will be performed with due care and skill and that the Software developed will be free from defects in material and workmanship for a period of {{warranty_period}} from the date of acceptance.

The Consultant agrees to indemnify and hold harmless the Company from and against any and all claims, damages, liabilities, costs, and expenses (including reasonable attorney's fees) arising out of or in connection with the Consultant's breach of any warranty or provision of this Agreement, or any act or omission by the Consultant in the performance of the Services.

8. Termination

Either party may terminate this Agreement by providing {{notice_period_for_termination}} days' written notice to the other party.

The Company may terminate this Agreement immediately upon written notice if the Consultant breaches any material term of this Agreement and fails to cure such breach within {{cure_period_for_breach}} days of receiving written notice of the breach.

Upon termination, the Company shall pay the Consultant for all Services rendered and revenue share accrued up to the effective date of termination.

9. Governing Law and Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of {{governing_law_country}}.

Any dispute, controversy, or claim arising out of or relating to this Agreement, or the breach, termination, or invalidity thereof, shall be settled by arbitration in accordance with the rules of {{arbitration_institution}} in {{arbitration_city}}, {{arbitration_country}}.

10. Entire Agreement

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

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the Effective Date.

FOR THE COMPANY:

_____________________________

Name: {{company_signatory_name}}

Title: {{company_signatory_title}}

FOR THE CONSULTANT:

_____________________________

Name: {{consultant_signatory_name}}

Title: {{consultant_signatory_title}}