Former Shareholder


            This agreement is entered into by and between                                                , hereafter “Consultant” and                        ,                    hereafter  “Company”. FOR AND IN CONSIDERATION Of                DOLLARS (insert numerical             amount) and other good and valuable considerations the receipt and sufficiency of which is hereby acknowledged, the undersigned do hereby covenant, contract and agree as follows:

Scope of Services: Consultant, a selling shareholder will hold himself available to provide consulting services to Company as may be requested by it, provided Selling Shareholder shall determine in his reasonable discretion the time and manner of providing such services.  Selling Shareholder will remain available to provide such services during the term of this agreement and Company will continue to compensate him hereunder whether or not he is an employee of Company under a separate arrangement.

1.         Consulting fee:            Company agrees to pay unto Consultant the sum of                                                 in full payment for all services to be performed under the terms hereof.  Payment shall be due upon execution of this agreement and is nonrefundable except for failure to perform the agreed services.                         Alternate: Company agrees to compensate Consultant at an hourly rate for all services of Consultant performed under the terms of this agreement.

2.         Non-Disclosure:  Consultant expressly agrees not to divulge, publish or communicate any information regarding the Company or their financial conditions to any person without the express written consent of the Company.  All information obtained by Consultant during this engagement and all suggestions and recommendations received by Company shall remain the property of Company and Consultant shall keep all such matters confidential.

3.         Term:  The term of this engagement shall begin on the date hereof and shall terminate                  (     ) days from date unless sooner terminated by Company.  In the event of an early termination no refund of the fee will be due unless termination is for failure of Consultant to perform the services provided for above in which event the fee to which Consultant shall be entitled shall be equal to the amount of time spent in rendering the services multiplied by $     __ per hour.

4.         Attorney Fees:  In the event that it becomes necessary to enforce any of the terms of this agreement the defaulting party agrees to pay all reasonable attorneys fees incurred therein.

  1. Governing Law: This agreement shall be governed by the laws of the State of                        .

Witness the signatures of the parties on this the     __   day of        _____           , 20   ___  .




By: ___________________________

State Specific Consulting Forms

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Inside Former Shareholder