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1. Parties: Identification of the consulting firm/individual (Consultant) and the client company (Client), including full legal names and registered addresses
2. Background: Context of the agreement and brief description of the parties' intentions
3. Definitions: Key terms used throughout the agreement, including 'Services', 'Deliverables', 'Confidential Information', and 'Intellectual Property Rights'
4. Scope of Services: Detailed description of consulting services to be provided, including any specific deliverables
5. Term and Termination: Duration of the agreement, renewal provisions, and circumstances under which either party may terminate
6. Consultant's Obligations: Key responsibilities and commitments of the Consultant, including quality standards and timelines
7. Client's Obligations: Client's responsibilities, including providing necessary information and access
8. Fees and Payment: Compensation structure, payment terms, expenses, and invoicing procedures
9. Confidentiality: Obligations regarding confidential information, including duration of confidentiality obligations
10. Intellectual Property Rights: Ownership and licensing of pre-existing and newly created intellectual property
11. Liability and Indemnification: Limitation of liability, indemnification obligations, and insurance requirements
12. Force Majeure: Provisions for unforeseen circumstances preventing performance
13. Dispute Resolution: Process for resolving disputes, including jurisdiction and governing law clauses
14. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
1. Non-Competition: Restrictions on Consultant's ability to work with competitors (include when protecting market position is crucial)
2. Non-Solicitation: Restrictions on soliciting employees or clients (include when protecting business relationships is important)
3. Data Protection: Specific provisions for handling personal data (include when services involve data processing)
4. Compliance with Laws: Specific regulatory compliance requirements (include when operating in regulated industries)
5. Key Personnel: Identification of specific individuals who will provide services (include when specific expertise is crucial)
6. Change Control: Process for managing changes to scope or deliverables (include for complex or long-term projects)
7. Performance Metrics: Specific KPIs or service levels (include when quantifiable performance measures are needed)
8. Subcontracting: Rights and restrictions regarding use of subcontractors (include when subcontracting might be needed)
1. Schedule 1 - Services Description: Detailed specification of consulting services and deliverables
2. Schedule 2 - Fee Schedule: Detailed breakdown of fees, rates, and payment milestones
3. Schedule 3 - Service Levels: Performance standards and metrics for service delivery
4. Schedule 4 - Key Personnel: Details of key team members and their qualifications
5. Schedule 5 - Client Materials: List of materials and information to be provided by the Client
6. Schedule 6 - Data Processing Requirements: Specific requirements for handling personal or sensitive data
7. Appendix A - Form of Change Order: Template for documenting changes to scope or deliverables
8. Appendix B - Acceptance Testing Procedures: Procedures for accepting deliverables
Services
Deliverables
Client
Consultant
Commencement Date
Completion Date
Confidential Information
Intellectual Property Rights
Pre-existing Materials
Project
Service Fees
Territory
Working Day
Client Materials
Consultant Personnel
Deliverable Acceptance
Force Majeure Event
Good Industry Practice
Key Personnel
Progress Report
Project Manager
Service Levels
Specifications
Term
Third Party Materials
Change Order
Milestone
Payment Schedule
Performance Standards
Appointment
Term
Services
Consultant Obligations
Client Obligations
Fees and Payment
Expenses
Confidentiality
Intellectual Property
Data Protection
Non-Competition
Non-Solicitation
Warranties
Indemnification
Limitation of Liability
Insurance
Force Majeure
Termination
Assignment
Subcontracting
Notice
Waiver
Severability
Amendment
Entire Agreement
Third Party Rights
Dispute Resolution
Governing Law
Jurisdiction
Technology
Financial Services
Healthcare
Energy
Real Estate
Manufacturing
Professional Services
Education
Telecommunications
Construction
Retail
Hospitality
Transportation
Media and Entertainment
Legal
Procurement
Operations
Human Resources
Finance
Compliance
Risk Management
Project Management
Business Development
Strategy
Administration
Chief Executive Officer
Chief Financial Officer
Legal Counsel
Procurement Manager
Project Manager
Contract Administrator
Business Development Manager
Operations Director
Human Resources Director
Department Head
Risk Manager
Compliance Officer
Strategy Director
Management Consultant
Technical Consultant
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