CONSULTING AGREEMENT DRAFT Agreement No: CA-2026-001 Date: June 1 2026 CONSULTANT: StratEdge India Mumbai Maharashtra India CLIENT: RetailMax Ltd Pune Maharashtra India 1. RECITALS 1.1 StratEdge India is a professional business strategy consulting firm based in Mumbai Maharashtra India. 1.2 RetailMax Ltd is a retail company seeking strategic advisory services for business and market expansion. 1.3 Both parties enter this agreement for a 6 month consulting engagement on business strategy and market expansion. 1.4 Both parties confirm mutual intent to be fully bound by the terms herein. 2. DEFINITIONS 2.1 Consultant: StratEdge India. 2.2 Client: RetailMax Ltd. 2.3 Services: Business strategy and market expansion advisory services. 2.4 Consulting Fee: INR 200,000 per month. 2.5 Engagement Period: June 1 to November 30 2026. 2.6 Confidential Information: All non-public business information shared by Client. 2.7 Work Product: All reports, strategies, and deliverables produced by Consultant. 2.8 Non-Compete Period: 1 year after the engagement ends or terminates. 2.9 Effective Date: June 1 2026. 3. APPOINTMENT AND ENGAGEMENT 3.1 Client appoints StratEdge India to provide business strategy and market expansion advisory services. 3.2 Consultant accepts this appointment on the terms set out in this agreement. 3.3 Consultant will perform all services with the standard of skill, care, and diligence expected of a senior strategy professional in their field. 4. SCOPE OF SERVICES 4.1 Market entry strategy for 3 new regions. 4.2 Competitive landscape analysis report. 4.3 Revenue growth strategy document. 4.4 Monthly progress report to leadership. 4.5 Quarterly board presentation included. 4.6 Excluded: Implementation of strategy, hiring, or operational management. 5. CONSULTING FEE AND BILLING 5.1 Monthly Fee: INR 200,000. 5.2 Invoice submitted on 1st of each month. 5.3 Payment due within 7 business days. 5.4 Payment via NEFT bank transfer only. 5.5 Fees reviewed annually by mutual written agreement. 6. LATE PAYMENT AND INTEREST 6.1 Grace period: 7 calendar days after payment due date. 6.2 Late penalty: 1.5% per month on any overdue outstanding amount. 6.3 Consultant may suspend services if payment remains outstanding for 30 days after formal written notice to Client. 7. INDEPENDENT CONTRACTOR STATUS 7.1 StratEdge India is an independent contractor and not an employee, partner, agent, or joint venturer of RetailMax Ltd. 7.2 Client has no obligation to withhold taxes or provide employment benefits. 7.3 Consultant solely responsible for all taxes and professional obligations. 8. INTELLECTUAL PROPERTY 8.1 All work product created by Consultant transfers to RetailMax Ltd upon receipt of complete monthly payment. 8.2 Pre-existing Consultant methodologies and frameworks remain property of StratEdge India exclusively. 9. CONFIDENTIALITY 9.1 Consultant keeps all Client information strictly confidential during and after this engagement. 9.2 This obligation continues for 2 years after the engagement ends or terminates. 10. NON-COMPETE 10.1 Consultant agrees not to provide strategy consulting to any direct competitor of RetailMax Ltd for 1 year after the engagement ends. 11. TERMINATION FOR CONVENIENCE 11.1 Either party may terminate with 30 days written notice via email. 11.2 All completed work paid within 14 days of termination notice. 12. DISPUTE RESOLUTION 12.1 All disputes resolved via Arbitration in Mumbai Maharashtra India. 13. GOVERNING LAW 13.1 Laws of Maharashtra India apply to this agreement exclusively. SIGNATURE BLOCK: Consultant: StratEdge India Signature: ________________ Name: ____________________ Title: ___________________ Date: ____________________ Client: RetailMax Ltd Signature: ________________ Name: ____________________ Title: ___________________ Date: ____________________ DISCLAIMER: This Consulting Agreement was generated by an AI drafting tool for reference and preparation purposes only. It does not constitute legal advice. Always have this reviewed by a qualified commercial attorney before signing or presenting it to any client or partner.