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1. Parties: Identifies the contracting parties - the company/client and the independent contractor, including their legal names, addresses, and any registration details
2. Background: Provides context for the agreement and establishes the intent to create an independent contractor relationship
3. Definitions: Defines key terms used throughout the agreement for clarity and consistency
4. Scope of Services: Detailed description of the services to be provided by the contractor
5. Term and Termination: Duration of the agreement, renewal terms, and conditions for termination by either party
6. Compensation and Payment Terms: Fee structure, payment schedule, expenses, and invoicing requirements
7. Independent Contractor Status: Explicitly establishes the nature of the relationship and disclaims any employer-employee relationship
8. Contractor's Obligations: Key responsibilities, quality standards, and performance requirements
9. Client's Obligations: Client's responsibilities including providing necessary information, access, and resources
10. Intellectual Property Rights: Ownership and transfer of IP created during the engagement
11. Confidentiality: Protection of confidential information and trade secrets
12. Representations and Warranties: Basic assurances from both parties regarding capacity, authority, and capability
13. Indemnification: Mutual or one-way indemnification obligations
14. Limitation of Liability: Caps on liability and exclusions of certain types of damages
15. General Provisions: Standard boilerplate clauses including notices, amendment process, governing law, etc.
1. Non-Compete: Restrictions on contractor's ability to compete with client - include only if necessary for business protection and ensure compliance with reasonable restrictions under Indian law
2. Non-Solicitation: Prevents contractor from soliciting client's employees or customers - include when contractor will have significant contact with these stakeholders
3. Insurance Requirements: Specific insurance coverage requirements - include when services involve significant risks or regulatory requirements
4. Equipment and Resources: Specifies who provides tools and resources - include when there are specific equipment requirements or when using client resources
5. Compliance with Policies: Requirements to comply with client policies - include when contractor will work on-site or interact with client systems
6. Service Levels: Specific performance metrics and standards - include for technical or ongoing service contracts
7. Data Protection: Specific data handling and privacy requirements - include when personal or sensitive data is involved
8. Force Majeure: Provisions for unforeseen circumstances - particularly relevant post-COVID or for long-term engagements
9. Dispute Resolution: Specific arbitration or mediation procedures - include when wanting to avoid court litigation
1. Schedule A - Scope of Services: Detailed description of deliverables, timelines, and specific requirements of the services
2. Schedule B - Fee Schedule: Detailed breakdown of fees, payment milestones, and any variable compensation components
3. Schedule C - Service Levels: Specific performance metrics, quality standards, and measurement criteria
4. Schedule D - Approved Subcontractors: List of pre-approved subcontractors if applicable
5. Appendix 1 - Required Insurance Coverage: Specific insurance types and coverage amounts required
6. Appendix 2 - Client Policies: Relevant client policies that contractor must comply with
7. Appendix 3 - Confidentiality Agreement: Detailed confidentiality terms and requirements
Services
Deliverables
Effective Date
Term
Compensation
Client
Contractor
Confidential Information
Intellectual Property Rights
Pre-existing IP
Work Product
Project
Specifications
Force Majeure Event
Business Day
Applicable Law
Affiliate
Representative
Materials
Completion Date
Acceptance Criteria
Payment Period
Service Location
Dispute
Taxes
GST
TDS
Contract Year
Termination Date
Background IP
Authorized Representative
Change Order
Milestone
Project Schedule
Quality Standards
Subcontractor
Third Party
Working Hours
Scope of Work
Appointment
Term
Services
Independent Contractor Status
Compensation
Payment Terms
Taxes
Expenses
Intellectual Property Rights
Confidentiality
Data Protection
Non-Compete
Non-Solicitation
Representations and Warranties
Contractor Obligations
Client Obligations
Performance Standards
Reporting Requirements
Termination
Force Majeure
Indemnification
Limitation of Liability
Insurance
Assignment
Subcontracting
Notice
Amendments
Entire Agreement
Severability
Waiver
Governing Law
Dispute Resolution
Relationship of Parties
Compliance with Laws
Survival
Counterparts
Information Technology
Management Consulting
Professional Services
Healthcare
Engineering
Construction
Digital Media
Education
Financial Services
Creative Industries
Manufacturing
Real Estate
Research and Development
Marketing and Advertising
Environmental Services
Legal
Human Resources
Procurement
Finance
Operations
Project Management Office
Information Technology
Research and Development
Marketing
Business Development
Quality Assurance
Freelance Developer
Project Consultant
Independent Designer
Technical Architect
Business Analyst
Content Writer
Marketing Consultant
Financial Advisor
Research Consultant
Training Specialist
Engineering Consultant
Creative Director
Strategy Consultant
Subject Matter Expert
Quality Assurance Specialist
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