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1. Parties: Identification of the contracting parties - the startup company and the independent contractor
2. Background: Context of the agreement and brief description of the startup's business and the contractor's expertise
3. Definitions: Definitions of 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 conditions for termination
6. Compensation and Payment Terms: Fee structure, payment schedule, and reimbursement policies
7. Independent Contractor Status: Clear declaration of independent contractor relationship and not employment
8. Intellectual Property Rights: Ownership and transfer of IP created during the contract period
9. Confidentiality: Protection of confidential information and trade secrets
10. Non-Compete and Non-Solicitation: Restrictions on competitive activities and solicitation of employees/clients
11. Representations and Warranties: Statements of fact and promises made by both parties
12. Indemnification: Protection against third-party claims and damages
13. Dispute Resolution: Process for resolving disputes including jurisdiction and governing law
14. General Provisions: Standard clauses including notices, amendments, and severability
1. Equipment and Resources: Details about any equipment or resources provided by the startup - include when the contractor needs specific tools or access
2. Performance Metrics: Specific KPIs and evaluation criteria - include for performance-based contracts
3. Insurance Requirements: Contractor's insurance obligations - include for high-risk services or when required by industry standards
4. Data Protection and Privacy: Specific data handling requirements - include when dealing with personal or sensitive data
5. Source Code Management: Requirements for code documentation and repository management - include for software development contracts
6. Training and Knowledge Transfer: Requirements for knowledge sharing - include when continuity is critical
7. Subcontracting: Terms for engaging subcontractors - include when subcontracting might be needed
8. Force Majeure: Provisions for unforeseen circumstances - include for long-term or critical service contracts
1. Schedule A - Scope of Work: Detailed breakdown of services, deliverables, and timelines
2. Schedule B - Fee Schedule: Detailed fee structure, milestone payments, and reimbursement policies
3. Schedule C - Service Levels: Performance standards, response times, and quality metrics
4. Schedule D - Approved Subcontractors: List of pre-approved subcontractors if applicable
5. Appendix 1 - Technical Requirements: Technical specifications and requirements for the services
6. Appendix 2 - Confidential Information: Specific list of confidential information and handling requirements
7. Appendix 3 - Compliance Requirements: Specific regulatory or compliance requirements applicable to the services
Applicable Law
Authorized Representative
Background IP
Business Day
Company
Company Materials
Confidential Information
Contractor
Deliverables
Effective Date
Force Majeure Event
Foreground IP
GST
Intellectual Property Rights
Materials
Milestones
Notice
Party/Parties
Person
Project
Services
Specifications
Start Date
Startup
Term
Territory
Third Party
Work Product
Working Hours
Acceptance Criteria
Affiliate
Completion Date
Development Materials
Documentation
Fees
Key Personnel
Payment Period
Pre-existing Materials
Project Manager
Service Levels
Source Code
Subcontractor
Technical Information
Trade Secrets
Appointment
Term and Termination
Services
Contractor Obligations
Company Obligations
Payment Terms
Independent Contractor Status
Intellectual Property Rights
Confidentiality
Data Protection
Non-Compete
Non-Solicitation
Representations and Warranties
Indemnification
Limitation of Liability
Insurance
Force Majeure
Assignment
Subcontracting
Notice
Dispute Resolution
Governing Law
Severability
Entire Agreement
Amendment
Waiver
Performance Standards
Acceptance Testing
Records and Audit
Compliance with Laws
Anti-Corruption
Tax Compliance
Code of Conduct
Health and Safety
Publicity
Relationship Management
Exit Management
Business Continuity
Technology
Software Development
Digital Services
Professional Services
Consulting
E-commerce
FinTech
Healthcare Technology
EdTech
Digital Marketing
Business Services
Creative Services
IT Services
Research and Development
Product Development
Legal
Human Resources
Operations
Finance
Procurement
Compliance
Business Development
Administration
Executive Leadership
Project Management
Founder
CEO
Legal Counsel
HR Director
Operations Manager
Project Manager
Technical Lead
Finance Director
Procurement Manager
Compliance Officer
Business Development Manager
Contract Administrator
Chief Technology Officer
Head of Human Resources
General Counsel
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