This Computer Program / Software Consultant Agreement is between a client and a consultant who will provide advice and guidance about a software program developed or produced by a third party to the client. This agreement sets out the specific consultation services to be provided, materials provided to consultant and the designated employee to whom consultant will orally communicate his/her findings.

The agreement also sets out the compensation to be paid for consultant's services, how any expenses will be reimbursed and use and treatment of any confidential information. In addition, it sets forth that any intellectual property discovered by consultant during the scope of this project shall belong to the client.

This Computer Program Consultant Agreement includes:

• Parties: Names of the client and the consultant rendering advice;
• Recitals/Services: Sets forth that client desires to implement and develop a computer program, what it is designed to do and that client desires to obtain consultant's expertise regarding its production and implementation;
• Employment Status: Consultant shall be considered an independent contractor and not an employee of client;
• Materials: Consultant shall provide all materials in performed consultation services except those related to the software which the client will provide within a certain time frame;
• Performance: Parties agree that time is of the essence and services will be performed within a reasonable time after all materials are received;
• Compensation/Expenses: Sets out the hourly rate the consultant will be paid or in the alternative a monthly flat fee. Client will reimburse consultant for reasonable expenses;
• Confidentiality: Consultant agrees that all confidential materials or information will not be divulged and that none will be circulated to others except when specifically authorized by the client;
• Work Product Ownership: Consultant agrees that all intellectual property, including ideas, concepts or patents, will be owned by client and considered as "work for hire";
• Assignment: This agreement cannot be assigned to another without prior written consent;
• Signatures: This agreement must be signed by both client and consultant.

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This attorney-prepared packet contains:

1. General Information
2. Instructions and Checklist
3. Computer Program/Software Consultant Agreement

State Law Compliance: This form complies with the laws of all states