This Consulting Agreement (the "Agreement") is made as of [[DATE]], by and between
[[COMPANY NAME]], a Delaware corporation (the "Company"), and [[CONSULTANT
1. Consulting Relationship. During the term of this Agreement, Consultant will provide
consulting services to the Company as described on Exhibit A hereto (the "Services").
Consultant represents that Consultant is duly licensed (as applicable) and has the
qualifications, the experience and the ability to properly perform the Services. Consultant
shall use Consultant's best efforts to perform the Services such that the results are
satisfactory to the Company. Consultant shall devote at least [[% OF TIME]% of
Consultant's time/[HOURS] hours per week] to performance of the Services.
2. Fees. As consideration for the Services to be provided by Consultant and other
obligations, the Company shall pay to Consultant the amounts specified in Exhibit B
hereto at the times specified therein.
3. Expenses. Consultant shall not be authorized to incur on behalf of the Company any
expenses and will be responsible for all expenses incurred while performing the Services
[except as expressly specified in Exhibit C hereto] unless otherwise agreed to by the
Company's [[TITLE OF OFFICER]], which consent shall be evidenced in writing for
any expenses in excess of $[EXPENSES]. As a condition to receipt of reimbursement,
Consultant shall be required to submit to the Company reasonable evidence that the
amount involved was both reasonable and necessary to the Services provided under this
4. Term and Termination. Consultant shall serve as a consultant to the Company for a
period commencing on [COMMENCEMENT DATE] and terminating on the earlier of
(a) the date Consultant completes the provision of the Services to the Company under this
Agreement, or (b) the date Consultant shall have been paid the maximum amount of
consulting fees as provided in Exhibit B hereto.