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Security Consultant Agreement

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Security Consultant Agreement Powered By Docstoc
					This document sets forth a template contract that is entered into between a consultant
and a company for security consultation services. This document can be customized by
the parties to provide the specific security duties of the consultant, the term of the
agreement, compensation rates, late fees, and travel reimbursement. This document
contains numerous standard provisions that are commonly included in these types of
agreements, and may be customized to fit the specific needs of the contracting parties.
This document can be used by small businesses or other entities that offer security
services, or by small businesses looking to hire a security services company for
consultation.
                         CONSULTING AGREEMENT
THIS CONSULTING AGREEMENT ("Agreement") is made and entered into as of
the ___ day of _____, 20__, [Instruction: Insert date.] by and among _____
[Instruction: Insert company name. If an individual, reference to the company’s
formation information may be deleted.], a _____ [Instruction: Insert company
formation information.] ("Company"), and _____ [Instruction: Insert consultant’s
name.] ("Consultant").
                                    WITNESSETH:
WHEREAS, Consultant is recognized as having expertise in the area of designing and
implementing personal security systems and operations; and
WHEREAS, the Company desires to retain Consultant to provide services related to and
in support of efforts in which Consultant has expertise; and
WHEREAS, Consultant is in the business of providing such consulting services and
has agreed to provide the services in accordance with the terms and conditions set forth in
this agreement.
NOW, THEREFORE, in consideration of this Agreement and other good and valuable
consideration, the receipt and sufficiency of which is hereby acknowledged, the parties
agree as follows:
   1. Consultant shall furnish the Company with his best advice, information, judgment
      and knowledge with respect to the services related to and in support of efforts in
      which Consultant has expertise which is to be provided in accordance with this
      Agreement. Specifically, Consultant shall _____. [Comment: Insert specific
      duties Consultant shall have under Agreement.]
   2. The Consultant will _____ [Instruction: Insert broad details of what
      consultant will do, e.g., develop Company’s security plan.] Consultant, in its
      sole discretion, may retain the services of a qualified _____ [Instruction: Insert
      any additional services which Consultant may retain to perform services.]
      firm to assist with or to provide the required services, or to install any necessary
      or desired security equipment, as determined by Company.
   3. The term of this Agreement shall begin on _____ [Instruction: Insert
      commencement date.] and shall, subject to the provisions for termination set
      forth herein, continue until and terminate on _____ [Instruction: Insert
      termination date.].
   4. For all services that Consultant renders to the Company or any of its subsidiaries
      or affiliates during the term hereof, the Company will pay Consultant a retainer
      of $_____ per month, payable on the first day of the month. If this agreement
      terminates on a date other than the first of a month, a prorated share of the
      minimum fee will be due for the final month. [Instruction: Insert applicable
      payment agreement, including any revision to the hours/days of services. A
      typical fee schedule for security consultants likely would be an up-front
      payment for the initial security planning, with additional retainer or hourly
      fees for security detail thereafter. Further, it should be specified how many
      hours the fees are anticipated to cover. Parties may also wish to consider


© Copyright 2012 Docstoc Inc.                                                                2
      whether or not such payment includes work for any of Company’s
      subsidiaries or affiliates, or just Company and make necessary appropriate
      changes.] Late payments by Company shall be subject to late penalty fees of
      _____% [Instruction: Insert number.] per month from the due date until the
      amount is paid.
   5. Client shall pay Consultant the sum of ___________________ ($___.00)
      [Instruction: Insert amount.] per hour for travel time when such travel is
      authorized by Client. Travel time includes all time spent between departure from
      origination and arrival at destination, inbound and outbound, minus any time
      therein during which billable services are performed.
   6. Client shall pay all expenses reasonably incurred by Consultant in the course of
      performing services under this Agreement, as mutually agreed upon in advance by
      the parties hereto.
   7. Consultant shall present an invoice to Client each month for services performed,
      travel time, and expenses. Payment shall be due in full within 30 days of the date
      of the invoice.

   8. The parties hereto agree this Agreement is for consulting services within _____.
      [Instruction: Insert geographical region, for example, the United States.]
      [Optional language, which may be used and/or revised as necessary:
      Notwithstanding the foregoing, Consultant understands it may be asked by
      Company to perform personal security detail outside of this location. Same
      may be performed by Consultant in its sole discretion and at the rates set
      forth herein.] Any material to be created by Consultant or services to be
      performed by Consultant on Company’s behalf for any area outside the foregoing
      shall be pursuant to a separate agreement, or a modification or amendment of this
      Agreement.
   9. Confidential Information and Intellectual Property.
          1. Consultant shall maintain in strict confidence, and not use or disclose
             except pursuant to written instructions from the Company, any Company
             Trade Secret (as defined below), for so long as the pertinent data or
             information remains a Trade Secret, provided that the obligation to protect
             the confidentiality of any such information or data shall not be excused if
             such information or data ceases to qualify as such as a result of the acts or
             omissions of Consultant. For purposes regarding Company’s
             Confidential Business Information and Intellectual Property rights,
             "Company" shall include the Company and all of its direct and indirect
             subsidiaries and any predecessors of the Company. [Comment: Parties
             may wish to consider include predecessors of Company’s direct and
             indirect subsidiaries for fuller protection. Consideration should also
             be taken with respect to inclusion of any assigns of any of the above.]

          2. Consultant shall maintain in strict confidence and, except as necessary to
             perform his duties hereunder, not to use or disclose any Company


© Copyright 2012 Docstoc Inc.                                                              3
              Confidential Business Information (as hereinafter defined) during the term
              of this Agreement and for a period of one (1) year thereafter, so long as
              such Confidential Business Information remains Confidential Business
              Information during such term. The obligation to protect the
              confidentiality of such Confidential Business Information shall not be
              excused if such Confidential Business Information ceases to qualify as
              such as a result of the acts or omissions of Consultant.

          3. Consultant may disclose Trade Secrets or Confidential Business
             Information pursuant to any order or legal process requiring the disclosing
             party (in its legal counsel's reasonable opinion) to do so, provided that the
             request or order to so disclose the Trade Secrets or Confidential Business
             Information is provided to Company pursuant to the notice provisions of
             this Agreement in sufficient time to allow the Company to seek an
             appropriate protective order.
   10. "Trade Secret" shall mean any information, including, but not limited to, technical
       or non-technical data, a formula, a pattern, a compilation, a program, a plan, a
       device, a method, a technique, a drawing, a process, financial data, financial
       plans, product plans, or a list of actual or potential customers or suppliers which
       (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 its disclosure or use, and (ii) is the subject of efforts
       that are reasonable under the circumstances to maintain its secrecy. "Confidential
       Business Information" shall mean any nonpublic information of a competitively
       sensitive or personal nature, other than Trade Secrets, acquired by Consultant in
       connection with performing services for the Company, including (without
       limitation) oral and written information concerning the Company's financial
       positions and results of operations (revenues, margins, assets, net income, etc.)),
       annual and long-range business plans, marketing p
				
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Description: This document sets forth a template contract that is entered into between a consultant and a company for security consultation services. This document can be customized by the parties to provide the specific security duties of the consultant, the term of the agreement, compensation rates, late fees, and travel reimbursement. This document contains numerous standard provisions that are commonly included in these types of agreements, and may be customized to fit the specific needs of the contracting parties. This document can be used by small businesses or other entities that offer security services, or by small businesses looking to hire a security services company for consultation.