Consultant Agreement

This Independent Fashion Consultant Agreement (“Agreement”) is entered into this ____ day of _______________, 20____ by and between Closet Six One Two LLC, a Wisconsin limited liability company (“Closet Six One Two”), and ________________ (“Consultant”).
A. Closet Six One Two engages in the purchase of women’s fashionwear consisting of clothing and related accessories and their sale utilizing a mobile “in-home” marketing concept.
B. Consultant desires to purchase from Closet Six One Two and to independently market and sell women’s fashionwear products procured through Closet Six One Two (“Product”).
C. Closet Six One Two and Consultant desire to set forth their agreement with respect to Consultant’s purchase of Product and subsequent marketing and sale of such Product.
NOW, THEREFORE, in consideration of the RECITALS and the mutual covenants and agreements contained in the Agreement, the parties agree as follows:
1. Closet Six One Two may, subject to the terms and conditions of this Agreement, sell Product to Consultant for purpose of Consultant’s resale to the ultimate consumers of such Product. The purchase price of Product shall be the manufacturer’s suggested retail price less thirty-five percent (35%). In addition, Closet Six One Two shall charge and collect from Consultant sales tax based upon the retail price (and not the discounted price) of the Product. Payment of the Product, including sales tax, shall be in cash, in full, upon Product delivery to Consultant.
2. Closet Six One Two offers Consultant and Consultant’s customers internet purchase options for Product. As part of its internet sales procedure, Closet Six One Two will collect sales tax on all internet orders of Product and remit sales taxes to all states. Consultant shall be paid a twenty five percent (25%) commission on all internet net sales ordered by Consultant and/or by Consultant’s customers. Such commission shall be paid by Closet Six One Two to Consultant no later than the 15th day of each month on all net sales orders placed during the immediately preceding month.
3. Consultant shall be an independent contractor and not an employee, franchisee, representative, agent, joint venturer or partner of Closet Six One Two. This Agreement shall not create an employer-employee relationship and shall not constitute a hiring of such nature by any party. Consultant is not authorized to and shall not obligate Closet Six One Two in any way legally or financially.
4. Consultant shall be solely responsible for federal, state, and local income, withholding, unemployment, and other taxes and expenses arising out of Consultant's sale of Product, including without limitation Social Security, Medicare, unemployment compensation, payroll, worker's compensation, and other federal, state, or local programs. Closet Six One Two shall not be liable to Consultant for any cost, expense, or liability
incurred or paid by Consultant by virtue of Consultant’s sale of Product unless Closet Six One Two has otherwise agreed in writing.
5. Until notified in writing otherwise, Consultant shall have the right to represent herself as an “independent fashion consultant of Closet Six One Two” and to utilize the Closet Six One Two logo on business cards, invoices, and other printed materials. Consultant agrees that in Consultant’s activities and representation of herself as an “independent fashion consultant of Closet Six One Two”, Consultant shall not carry or offer for sale any apparel product other than Product of Closet Six One Two. Unless further expressly agreed otherwise, Closet Six One Two shall not provide any travel, equipment, sales materials, or services or other items for the benefit of Consultant. Consultant shall, at her own expense, provide and make arrangement for all travel, equipment, sales materials, services, and other items necessary to sell Product. Consultant shall be responsible for payment of her own expenses, including, but not limited to those items specifically set forth above.
6. Consultant recognizes that Closet Six One Two will provide Consultant with both general sales information and industry-specific sales information and techniques and training to assist Consultant in the commencement of Consultant’s activities under this Agreement. Consultant acknowledges that such information, assistance, and training would not be offered to Consultant by Closet Six One Two except for Consultant’s representation to Closet Six One Two that Consultant will actively and diligently pursue the marketing and sale of Product under the terms and provisions of this Agreement. Therefore, if Consultant fails to meet minimally acceptable sales levels (such sales levels being in Closet Six One Two’s sole discretion), upon notice from Closet Six One Two, Consultant shall promptly pay Closet Six One Two $1,000.00. Such amount shall be deemed liquidated damages and a reasonable reimbursement to Closet Six One Two for its time, efforts, and expertise provided Consultant in advance of Consultant’s commencement of activities under this Agreement.
7. The terms and conditions of this Agreement may be amended or revoked at the sole discretion of Closet Six One Two and any changes or amendments or revocation will become effective upon written notice to Consultant.
8. This Agreement shall be governed by the laws of the State of Wisconsin.
9. This Agreement shall be binding upon the parties hereto and upon their respective heirs, legal representatives, successors and permitted assigns. Consultant may not assign any interest in this Agreement nor delegate any duties or obligations hereunder.
IN WITNESS WHEREOF, the parties have signed to this Agreement effective as of the day and year first above set forth.
By:____________________________ ______________________________ Kristy M. Stumpf, Sole Member