The Contractor Service Agreement is essential for businesses operating in the UAE who engage independent contractors or professional service providers. This document is specifically designed to comply with UAE federal laws and regulations, including the UAE Labor Law (Federal Law No. 33 of 2021) and Civil Code. It serves as a crucial legal framework for defining non-employment commercial relationships, establishing clear service expectations, and protecting both parties' interests. The agreement becomes particularly important given the UAE's strict employment laws and the need to clearly differentiate contractor relationships from employment relationships. It includes comprehensive provisions for service delivery, payment terms, compliance requirements, and risk allocation, while accounting for specific UAE business practices and legal requirements such as commercial licensing and immigration regulations.
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1. Parties: Identification of the contracting parties, including full legal names, addresses, and registration details
2. Background: Context of the agreement and confirmation of contractor's independent status
3. Definitions: Key terms used throughout the agreement
4. Scope of Services: Detailed description of services to be provided by the contractor
5. Term and Termination: Duration of the agreement and termination provisions
6. Fees and Payment Terms: Compensation structure, payment schedule, and invoicing requirements
7. Contractor's Obligations: Key responsibilities, performance standards, and compliance requirements
8. Company's Obligations: Support, access, and resources to be provided by the company
9. Independent Contractor Status: Clear statement of independent contractor relationship and tax/employment implications
10. Compliance with Laws: Obligation to comply with UAE laws, including immigration and industry regulations
11. Confidentiality: Protection of confidential information and trade secrets
12. Liability and Indemnification: Risk allocation and indemnification obligations
13. Insurance: Required insurance coverage and minimum limits
14. Dispute Resolution: Process for resolving disputes under UAE law
15. General Provisions: Standard boilerplate clauses including notices, amendments, and governing law
1. Intellectual Property Rights: Include when contractor will create or use intellectual property
2. Data Protection: Include when personal data processing is involved
3. Non-Competition: Include when contractor will have access to sensitive business information or clients
4. Equipment and Resources: Include when specific equipment or resources are provided by either party
5. Performance Metrics: Include when specific KPIs or service levels are required
6. Subcontracting: Include when contractor may need to engage subcontractors
7. Force Majeure: Include when services are susceptible to external disruptions
8. Health and Safety: Include when services involve on-site work or physical activities
1. Schedule 1 - Scope of Services: Detailed breakdown of services, deliverables, and timelines
2. Schedule 2 - Fee Schedule: Detailed fee structure, rates, and payment terms
3. Schedule 3 - Service Levels: Performance standards, KPIs, and measurement criteria
4. Schedule 4 - Required Insurance: Specific insurance types and coverage amounts
5. Schedule 5 - Key Personnel: Details of key contractor personnel assigned to the services
6. Appendix A - Required Certifications: List of required professional certifications or licenses
7. Appendix B - Company Policies: Relevant company policies contractor must comply with
8. Appendix C - Form of Invoice: Template for contractor invoices meeting UAE requirements
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