This Partnership Agreement (the “Agreement” or “Consulting Agreement”) states the terms, subject matter, and conditions that govern the contractual agreement between Next Chapter Strategies, LLC. having its principal place of business at PO Box 1424, Sonoita, AZ 85637 (the “Consultant”), and [Client.Company] (the “Client”) who agrees to be bound by this Agreement. WHEREAS, the Consultant offers consulting services in the field(s) of <consulting area(s)>; and WHEREAS, the Client desires to retain the services of the Consultant to render consulting services with regard to scope of consulting services according to the terms and conditions herein. NOW, THEREFORE, in consideration of the mutual covenants and promises made by the parties hereto, the Consultant and the Client (individually, each a “Party” and collectively, the “Parties”) covenant and agree as follows:

1. Terms and Conditions

This Agreement will begin on the date the contract is signed by both parties and continue for a period of [duration of agreed upon proposal]. Either Party may terminate this Agreement for any reason with 30 days written notice to the other Party. If the partnership it terminated early, the Consult will invoice for services rendered that may fall outside of a standard compensation timeline.

2. Consulting Services and Scope

The Consultant agrees that it shall provide its expertise to the Client for all things pertaining to the scope of consulting services (the “Consulting Services”) as outlined in the submitted and agreed upon proposal, with the Client having selected Option <#>. (See Addendum A for full proposal).

3. Compensation

Payment Terms for Monthly Installment Proposals

In consideration for the Consulting Services, the Client shall pay the Consultant at the rate of <monthly rate/flat rate>, with services in excess of the agreed upon terms being charged at an hourly rate of <$ per hour>. The Consultant shall invoice the Client once a month and such invoices shall be due and payable within <15 days> of the Client’s receipt of the invoice.

Payment Terms for Value-Based Flat-Rate Proposals

In consideration for the Consulting Services, the Client shall pay the Consultant 50% of the agreed upon rate, invoiced when the contract is fully executed. Consulting services in excess of the agreed upon terms will be charged at an hourly rate of <$ per hour> and invoiced monthly as needed. The Consultant shall invoice the Client the remaining 50% at the completion of the partnership. All invoices due and payable within <15 days> of the Client’s receipt of the invoice.

4. Intellectual Property and Work Product Rights

The Parties acknowledge and agree that the Client will hold all intellectual property rights in any work product resulting from the Consulting Services including, but not limited to, copyright and trademark rights. The Consultant agrees not to claim any such ownership in such work product’s intellectual property at any time prior to or after the completion and delivery of such work product to the Client.

5. Confidentiality and Nondisclosure Agreement

The Consultant shall not disclose to any third party any details regarding the Client’s business, including, without limitation any information regarding any of the Client’s customer information, business plans, pricing, or planned price points (the “Confidential Information”), (ii) make copies of any Confidential Information or any content based on the concepts contained within the Confidential Information for personal use or for distribution unless requested to do so by the Client, or (iii) use Confidential Information other than solely for the benefit of the Client.

6. Nonsolicitation of Employees

During the term of this Agreement and for 12 months thereafter, the Consultant will not, directly or indirectly, recruit, solicit, or induce, or attempt to recruit, solicit, or induce, any of the Company’s employees, or contractors for work at another company.

7. Indemnification

The Client agrees to indemnify, defend, and protect the Consultant from and against all lawsuits and costs of every kind pertaining to the Client’s business including reasonable legal fees due to any act or failure to act by the Client based upon the Consulting Services.

8. Agreement Modifications in Writing

No modification or warranties in relation to this Agreement shall be valid unless in writing and agreed upon by both Parties.

9. Disclaimer

The consultant makes no guarantee that by securing their services will an increase in profits, funding, or in price of publicly traded stock be realized.