Sample engagement agreement

Client services agreement

Published for transparency so a shop can see the shape of the terms. It is not ready for signature, and no agreement exists until a reviewed, engagement-specific document is signed by both sides. Reviewing this sample is optional before booking.

Public working draft. Attorney review pending. Last updated August 21, 2026.

Pending legal review

Several terms are deliberately left open until counsel has settled them, and none of them are invented here. The registered legal entity name, business address, and entity type of the firm are pending. Standard payment terms, deposit percentage, and late-payment handling are pending. The liability cap, the carve-outs for confidentiality breach, gross negligence, and willful misconduct, and any indemnity language are pending. Governing law, venue, and the dispute process are pending, and no state or forum is named anywhere on this page. Until those are settled, this document stays a sample and is not ready for signature.

Parties and engagement

This agreement is between Kopikat Research, based in Chicago and working with Arizona HVAC companies, and the client business named in the signed engagement. It takes effect on the date both sides sign and covers the specific paid service described in it. Each new service is a new engagement under the same terms unless the parties agree otherwise.

Services and scope

The signed engagement names one service, the record window, the locations covered, the fee, and the expected dates. Scope is what is written there. Work outside it is handled under the change process below. The firm performs research and the services that follow from it. It does not design mechanical systems, specify equipment, perform installation work, or give legal, accounting, or engineering advice.

Service-specific deliverables

Recovery Diagnostic

Three thousand dollars

A structured review of the shop's own estimate records for the agreed window and locations. Deliverables are a findings document separating what the records establish from what is inferred, a classification of how estimates ended, an unresolved-value summary, a written blueprint of the changes indicated, and a single recommendation on what to do next.

Recovery Build

Seven thousand five hundred dollars

Managed implementation of the blueprint produced by the Diagnostic. Deliverables are the configured follow-up process inside the shop's existing systems, written documentation of what was built and why, and a handover session with the people who will run it. Every account stays in the shop's name.

Managed Recovery Operations

Four thousand dollars per month

Ongoing monitoring and operation of the agreed follow-up process, authorized follow-up where appropriate, practical adjustments, maintenance of handoffs, and a monthly written report showing what happened, what changed, and where the process is drifting. The client remains responsible for its systems, customer-contact rules, approvals, and trade compliance. Month to month, endable by either side.

Client inputs and access

The client provides estimate and job records for the agreed window and locations, as read access or a static export at its own preference, and names one person who can answer questions about how estimates are written and followed up. The client confirms it holds the rights needed to share those records. Access is granted by the client and can be withdrawn by the client at any time.

Timeline and dependencies

Dates in the engagement assume records and answers arrive when agreed. Where they do not, the schedule moves by the length of the delay and the firm says so in writing rather than quietly absorbing it. Where records turn out to be too thin to support a conclusion, the firm reports that limit instead of filling it with assumptions.

Fees and payment

Fees are the published price for the named service unless the engagement states otherwise. Invoicing schedule, payment window, accepted methods, late-payment treatment, and any deposit are set in the engagement.

Changes and out-of-scope work

Either side can propose a change to window, locations, or scope. A change takes effect only when both sides confirm it in writing along with any fee and schedule adjustment. Work not described in the engagement is not assumed and is not performed silently.

Review and acceptance of deliverables

Deliverables are sent in writing. The client has a stated review period, ten business days unless the engagement says otherwise, to raise anything factually wrong or missing against the agreed scope. The firm corrects those items at no extra cost. Deliverables are treated as accepted at the end of that period.

Confidentiality

Each side keeps the other's confidential information confidential and uses it only for the engagement. The firm's public commitment is written out on the confidentiality page, and the same standard is carried into the signed engagement. Kopikat Research does not disclose or use a client's identifiable records, figures, or findings for another client. General methods and professional knowledge may evolve across engagements, while client-specific information remains confidential. The obligation survives the end of the engagement.

Data access and security

Access is limited to what the service requires and to the people and tools performing it. Records are held in access controlled storage, no system is replaced, no records are migrated, and every account stays in the client's name. Working copies are deleted at the end of the engagement or earlier on request, with written confirmation. The firm claims no security certification and none is warranted here.

Intellectual property and license

The client owns its records and, on payment, owns the deliverables produced for it and may use, copy, adapt, and share them inside its own business without restriction. Kopikat Research keeps its methods, internal tooling, templates, source code, and published research, and grants the client a perpetual license to the parts of those embedded in a deliverable so far as needed to use it. Deliverables may not be resold or supplied to another HVAC business as a product without written permission.

No outcome guarantees

No recovered revenue, close-rate improvement, job count, or business result is promised. A review can conclude that nothing is worth pursuing, and that is a legitimate outcome of the work. Fees are for the work performed, not for a result.

Client decisions and implementation

The client decides what to act on. Pricing, staffing, sales practice, customer contact, and compliance with the rules that govern its trade remain the client's responsibility. Where the firm builds a process, the client remains the operator of its own systems and the party responsible for how its people use them.

Suspension and termination

Either side may end an engagement in writing. Ongoing monthly services end at the close of the current month. For fixed-fee work, the client pays for work performed to the termination date and receives whatever has been completed. The firm may suspend work if access is withdrawn, if a required input does not arrive, or if an invoice remains unpaid past its window.

Independent contractor

Kopikat Research performs the work as an independent contractor. Nothing here creates an employment relationship, partnership, joint venture, or agency, and neither side may bind the other.

Third-party platforms

Engagements touch systems the client already runs and tools such as scheduling and email delivery. Those platforms operate under their own terms, and their availability, pricing, and behaviour are outside the firm's control. Subscription costs for the client's own systems stay with the client.

Disclaimers and limitation of liability

Services are performed with reasonable skill and care. Beyond that, and to the fullest extent permitted by law, no warranty is given, express or implied. Neither side is liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits or lost revenue. The firm's total liability under an engagement is intended to be capped at the fees actually paid for that engagement.

General provisions

The signed engagement together with these terms is the whole agreement for that work and replaces earlier discussion. Amendments are written and signed. If a provision is unenforceable, the rest stays in force. A delay in enforcing a provision does not waive it. Neither side may assign without the other's written consent, except to a successor of substantially the whole business. Notices go to the email addresses named in the engagement.

Acceptance

An engagement begins when both sides sign the engagement document naming the service, window, locations, fee, and dates. Reading this page does not create an agreement and booking a call does not create one either.

Kopikat Research

Name, title, date

Client

Name, title, date

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