This Hourly Consulting Agreement (“Agreement”) is entered into between Jordan Lindberg (“Consultant”) and the individual or organization identified in this form (“Client”). By signing or electronically accepting this Agreement, Client agrees to the following terms.
1. Consulting services
Consultant will provide business consulting and advisory services related to matters identified by Client during the scheduling and intake process. Services may include discussion, analysis, recommendations, review of documents or systems, screen-sharing sessions, and other advisory work agreed upon by the parties.
Consultant’s services may address subjects including ecommerce, digital advertising, analytics, product feeds, marketplace selling, logistics, fulfillment, inventory, warehousing, shipping, software systems, operational processes, and business strategy.
The exact subjects discussed and the allocation of time during a consultation will depend on Client’s questions, the information made available, and the length of the scheduled session.
2. Nature of the relationship
Consultant is an independent contractor and is not an employee, agent, partner, joint venturer, fiduciary, or representative of Client.
Consultant has no authority to enter into agreements, incur obligations, make representations, or act on Client’s behalf unless the parties expressly agree otherwise in writing.
This Agreement does not create an ongoing consulting relationship beyond the services and time purchased by Client.
3. Fees and minimum engagement
Consulting services are billed at a rate of $500 per hour, with a minimum engagement of one hour.
The standard fee for a 60-minute consultation is $500. The standard fee for a 90-minute consultation is $750.
When additional time is mutually agreed upon and scheduling permits, time beyond the first hour may be billed in 30-minute increments at $250 per increment.
Unless another written arrangement has been approved in advance, payment is due in full when the consultation is scheduled.
Consultant is not obligated to begin or reserve time for services until payment has been received.
4. Scope of scheduled time
The scheduled appointment reserves a specific period of Consultant’s time.
Client is responsible for attending promptly and being prepared to use the scheduled time effectively. Client’s late arrival does not extend the scheduled ending time.
Consultant will make reasonable efforts to address Client’s stated concerns during the appointment, but there is no guarantee that every question, document, account, system, or business issue can be fully reviewed within the purchased time.
Additional analysis, research, written recommendations, document review, or follow-up work outside the scheduled session is not included unless expressly agreed upon.
5. Client responsibilities
Client agrees to provide accurate, complete, and timely information relevant to the consultation.
Client is responsible for determining which information may lawfully and appropriately be shared with Consultant.
Client should not submit or disclose:
- Passwords or authentication credentials
- Full payment-card information
- Social Security numbers
- Protected health information
- Confidential customer personal information
- Information Client is not authorized to disclose
- Trade secrets or highly sensitive data unless the parties have made suitable arrangements in advance
Client remains responsible for maintaining backups, account security, system access controls, and the protection of Client’s data.
Consultant may rely on information supplied by Client without independently verifying every fact, record, report, or representation.
6. Confidentiality
Consultant will use reasonable care to keep nonpublic business information disclosed by Client confidential and will use that information only for purposes reasonably related to the consultation.
Confidential information does not include information that:
- Is publicly available through no breach of this Agreement
- Was already lawfully known to Consultant
- Is received lawfully from another source without a duty of confidentiality
- Is independently developed without reliance on Client’s confidential information
- Must be disclosed by law, court order, or valid governmental request
Client acknowledges that ordinary email, online forms, video meetings, file transfers, and third-party platforms carry some security risk. Consultant does not guarantee that electronic communications or third-party systems will be completely secure.
Unless a separate written nondisclosure agreement is executed, this section constitutes the parties’ agreement concerning confidentiality.
7. Third-party platforms and providers
Consultations may involve or refer to third-party platforms, including ecommerce systems, advertising platforms, marketplaces, analytics tools, payment processors, inventory systems, shipping providers, software vendors, Zoom, Google Meet, Google Calendar, Jotform, and similar services.
Consultant does not control and is not responsible for the availability, security, accuracy, policies, fees, performance, or conduct of third-party providers.
Client is responsible for reviewing and complying with the terms, policies, and requirements of any third-party platform Client uses.
8. No legal, tax, accounting, investment, or regulated professional advice
Consultant provides business and operational advice only.
Consultant is not acting as Client’s attorney, accountant, tax adviser, financial adviser, insurance adviser, engineer, customs broker, employment specialist, or other licensed professional.
Any discussion involving legal, tax, financial, employment, regulatory, privacy, security, or accounting matters is general business discussion and should not be relied upon as professional advice in those fields.
Client should consult an appropriately qualified professional before making decisions requiring licensed or regulated advice.
9. No guarantee of results
Consultant will provide services in good faith based on professional experience, available information, and Consultant’s judgment at the time of the engagement.
Consultant does not guarantee:
- Increased revenue or profit
- Reduced expenses
- Advertising performance
- Marketplace approval or continued access
- Search-engine rankings
- Successful software implementation
- Operational savings
- Error-free systems
- Particular business outcomes
- Acceptance of recommendations by employees, vendors, platforms, or third parties
Business results depend on many factors outside Consultant’s control, including Client’s decisions, implementation, personnel, finances, market conditions, competition, customer behavior, platform changes, vendor performance, and the accuracy of information provided.
Client remains solely responsible for all business decisions and actions taken following the consultation.
10. Recommendations and implementation
Consultant’s recommendations are advisory.
Client is responsible for evaluating whether a recommendation is appropriate for Client’s circumstances and for deciding whether and how to implement it.
Unless separately agreed in writing, Consultant is not responsible for implementing recommendations, managing employees or vendors, making changes to Client’s accounts, or supervising Client’s operations.
Client should test significant changes, maintain appropriate backups, and obtain additional professional review when warranted.
11. Cancellation and rescheduling
Client may reschedule a consultation without additional charge by providing at least 24 hours’ notice.
Client may cancel a consultation and receive a refund, less any nonrefundable payment-processing fees, by providing at least 24 hours’ notice.
Consultations cancelled or rescheduled with less than 24 hours’ notice are nonrefundable.
In-person consultations may require at least 48 hours’ notice for cancellation or rescheduling when meeting space, travel, or other arrangements have been made.
Failure to attend a scheduled consultation without notice is treated as a late cancellation and is nonrefundable.
If Consultant must cancel, Client may choose either:
- A full refund, or
- Rescheduling at a mutually acceptable time
Consultant may make reasonable exceptions in emergencies at Consultant’s discretion.
12. Meeting format and location
Consultations may be conducted by Zoom, Google Meet, or another mutually agreed video platform.
In-person consultations may be available in Traverse City, Michigan, generally during the summer, or Fort Myers, Florida, generally during the winter.
In-person availability is limited and is not guaranteed merely because Client selects an in-person option. The meeting location and arrangements must be confirmed by Consultant.
Travel outside these areas, on-site work, or meetings requiring substantial preparation may be subject to additional fees, travel time, expenses, and a separate written agreement.
13. Recording
Neither party may record audio or video of a consultation without the other party’s prior consent.
Consultant may take written notes for purposes of providing the services and maintaining reasonable business records.
If both parties agree to a recording, the parties should also agree on its permitted use, storage, access, and deletion.
14. Intellectual property
Consultant retains ownership of Consultant’s preexisting materials, methods, frameworks, templates, processes, know-how, general recommendations, and other intellectual property.
Upon full payment, Client may use recommendations, notes, and materials prepared specifically for Client for Client’s internal business purposes.
Unless otherwise agreed in writing, Client may not sell, license, publish, distribute, teach from, or commercially reproduce Consultant’s proprietary materials.
Client retains ownership of Client’s preexisting documents, data, trademarks, content, and other intellectual property.
Nothing in this Agreement prevents Consultant from using general skills, experience, concepts, and knowledge developed or applied during the engagement, provided that Consultant does not disclose Client’s confidential information.
15. Conflicts and right to decline services
Consultant may provide services to other businesses, including businesses operating in related industries, provided that Consultant does not improperly use or disclose Client’s confidential information.
Consultant may decline or discontinue an engagement when Consultant reasonably believes:
- The requested work is outside Consultant’s expertise
- Client has provided materially inaccurate or incomplete information
- A conflict of interest cannot be appropriately managed
- Client requests unlawful, deceptive, or unethical conduct
- Client behaves abusively or inappropriately
- Continued work would expose either party to unreasonable risk
If Consultant discontinues prepaid services before they are provided, Consultant will refund the unused portion of the fee, except where termination results from Client’s misconduct or material breach.
16. Limitation of liability
To the fullest extent permitted by applicable law, Consultant will not be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, including lost profits, lost revenue, lost data, lost business opportunities, business interruption, or reputational harm.
To the fullest extent permitted by applicable law, Consultant’s total liability arising out of or related to a consultation or this Agreement will not exceed the total fees actually paid by Client to Consultant for the specific services giving rise to the claim.
These limitations apply regardless of the legal theory asserted and even if the possibility of damages was discussed or foreseeable.
Nothing in this Agreement excludes liability that cannot lawfully be excluded or limited.
17. Indemnification
To the extent permitted by law, Client agrees to indemnify and hold Consultant harmless from third-party claims, liabilities, damages, and reasonable costs arising from:
- Client’s unlawful or unauthorized use of recommendations
- Client’s breach of this Agreement
- Inaccurate information supplied by Client
- Client’s infringement of another party’s rights
- Client’s implementation of decisions without required professional, legal, regulatory, or technical review
This provision does not apply to claims caused by Consultant’s intentional misconduct or other liability that cannot lawfully be limited.
18. Disputes and governing law
The parties agree to make a good-faith effort to resolve any disagreement informally before filing a legal claim.
Unless the parties agree otherwise in writing, this Agreement is governed by the laws of the State of Michigan, without regard to conflict-of-law principles.
Any legal proceeding arising from this Agreement will be brought in a court of competent jurisdiction located in Grand Traverse County, Michigan, unless applicable law requires otherwise.
This provision should not prevent either party from seeking appropriate relief in small-claims court when eligible.
19. Electronic communications and acceptance
Client consents to conducting this transaction electronically and to receiving documents, confirmations, notices, and communications by email or through the online booking system.
Client’s electronic signature, typed name, checked acceptance box, submission of the form, and payment may be retained as evidence of Client’s acceptance.
Client should save or print a copy of this Agreement for Client’s records.
20. Entire agreement and changes
This Agreement, together with the information entered in the booking form and any written terms expressly accepted by both parties, constitutes the entire agreement concerning the scheduled consultation.
It replaces prior oral or written discussions concerning the same services.
Any material change to this Agreement must be made in writing and accepted by both parties.
If any provision is found unenforceable, the remaining provisions will remain in effect to the extent permitted by law.
Consultant’s failure to enforce a provision on one occasion does not waive the right to enforce it later.
21. Acceptance
By signing or electronically accepting this Agreement, Client confirms that Client:
- Has read and understands the Agreement
- Has had an opportunity to ask questions
- Is authorized to enter into the Agreement personally or on behalf of the identified organization
- Accepts the consulting rate and payment terms
- Accepts the cancellation and rescheduling policy
- Understands that Consultant provides advice but does not guarantee results
- Consents to electronic records and communications