Synergy Consulting, LLC (Consultant) agrees to provide consulting services to ABC (Client) under the terms and conditions outlined in the attached proposal and the services agreement below.  By agreeing to have Consultant provide the service(s) stated below, the Client is bound by this agreement.  Any modification of this agreement after the date of signature, must be made in writing and signed by the Consultant and Client.

  1. Consulting Services 

Consultant agrees to provide management consulting services on diversity, equity, and inclusion in the following areas:

  • DEI Organizational Assessment
    • Conduct data collection activities
    • Review and examination of client data
    • Conduct comparative analysis of performance against DEI framework
    • Develop and deliver DEI Assessment Findings and Recommendations Report
  • Consulting services for DEI Council
    • Participation in Council meetings;
    • Conduct status meetings with Chair and other stakeholders, as applicable;
    • Review various documentation and provide recommendations and resources;
    • Develop action plans to support Council’s activities; and
    • Facilitate and coordinate learning opportunities for Council members.

The consultant has the right to refuse to accept any new Projects proposed by the Client. The consultant is experienced in providing the type of services necessary for these Projects and has exclusive authority to determine the methods the Projects are completed.

  1. Term of Agreement

The consulting services will begin in December 2021 and conclude in January 2023.  The Client 

shall have the option of renewing the relationship for up to two additional one-year terms, renewable 

one year at a time. The Client’s decision to renew shall be provided to the Consultant at least ninety (90) days prior to the termination of the then current term to allow the parties the opportunity to negotiate a fee for the renewal term.

  1. Fees 

The Consultant agrees to charge the Client the following fee for services $xxxxxxxx.  The Client agrees to pay the consultant:  $ xxxxxx initial deposit upon signing the services agreement and a balance payment of $xxxxxxx paid in twelve (12) monthly installments of $ xxxxxxxx.   If the scope of the Consultant’s role expands during the term of this agreement, additional fees will be applied. 

  1. Expenses  

The Client agrees to reimburse the Consultant for expenses related to travel, if applicable (airfare, transportation, lodging, and meals).  The client will indemnify the Consultant for other expenses incurred by Consultant in connection with the performance of the Services only if such expenses have been approved in advance in writing by the Client, and all necessary documentation to establish and detail the amounts of and purpose for such expenditures must be included with Consultant’s invoice(s).

  1. Termination of Agreement

Either party may terminate this Agreement by giving the other party at least thirty (30) days’ written notice 

Of its intent to terminate. In the event, such termination is effective during the Consulting Period 

(Including any renewed Consulting Period), the Client shall pay the Consultant for any services 

performed prior to the termination date. The Consultant shall continue to provide services to the client in connection with the agreement until the termination date.  Any funds due to the Consultant at the time the notice is provided must be paid to the Consultant no later than 10 business days after the notice is received.  

  1. Confidentiality

The Consultant and the client shall keep confidential all Confidential Information disclosed and shall take all necessary precautions against unauthorized disclosure of the Confidential Information.  The Consultant and the client shall not directly or indirectly disclose, permit access to, transmit, or transfer any Confidential Information to any third party without the parties’ prior written consent. 

The parties agree that the confidentiality clause in this agreement will remain active and in power even upon the termination of this agreement.

  1. Indemnity

The Client agrees to indemnify and hold harmless the Consultant, its employees, contractors, and agents from and against all liens, causes of action, claims, liabilities, suits, judgments, losses, costs, and/or expenses, including reasonable attorney’s fees for the defense against any such claim or suit, arising from or in any way connected with, directly or indirectly, the performance of or failure to perform the terms of this Agreement, or from any act or negligence of the Client, its agents, subcontractors, employees or invitees.

  1. Waiver

No waiver by either party of any default shall be deemed as a waiver of prior or subsequent default of the same of other provisions of this agreement.

  1. No Practice of Law

The consultant will not be obligated to perform, and the Client will not request performance of, any services which may constitute unauthorized practice of law. The Client will be solely responsible for obtaining any legal advice, review, or opinion as may be necessary to ensure that its conduct and operations, including the engagement of Consultant under the scope and terms as provided herein, conform in all respects with applicable State and Federal laws and regulations and, to the extent that the Client has foreign operations, any applicable foreign laws and regulations.

  1. Severability.

Suppose any term, clause, or provision hereof is held invalid or unenforceable by a competent jurisdiction court. In that case, such invalidity shall not affect the validity or operation of any other term, clause, or provision. Such an invalid term, clause, or provision shall be severed from this Agreement.

  1. Entire Agreement.

This Agreement, and all documents referenced herein, is the Parties’ entire agreement relating to its subjects and supersedes any prior agreements on the service.

_________________________________ ___________________________________

Consultant Representative Signature Client Representative Signature

_________________________________                         ___________________________________

Title Title

_________________________________                         ___________________________________

Date Date

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