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1. Parties: Identifies and defines the consultant and the client, including full legal names, registration numbers, and registered addresses
2. Background: Sets out the context of the agreement, including the client's need for consulting services and the consultant's expertise
3. Definitions: Defines key terms used throughout the agreement for clarity and consistency
4. Scope of Services: Details the specific consulting services to be provided, including deliverables and any exclusions
5. Term and Timeline: Specifies the duration of the agreement and any key milestone dates
6. Fees and Payment Terms: Outlines the consulting fees, payment schedule, expenses, and applicable service tax considerations
7. Obligations of the Consultant: Lists the consultant's key responsibilities, standards of service, and compliance requirements
8. Obligations of the Client: Specifies the client's responsibilities, including provision of information and cooperation
9. Confidentiality: Details obligations regarding confidential information handling and protection
10. Intellectual Property Rights: Addresses ownership and usage rights of deliverables and pre-existing materials
11. Liability and Indemnification: Sets out liability limitations and indemnification obligations of both parties
12. Termination: Specifies circumstances and procedures for ending the agreement
13. General Provisions: Contains standard boilerplate clauses including notices, governing law, and dispute resolution
1. Non-Competition: Restricts the consultant from competing with the client's business - include when protecting market position is crucial
2. Non-Solicitation: Prevents poaching of employees or clients - relevant for consulting involving significant exposure to client's staff or customers
3. Insurance: Specifies required insurance coverage - important for high-risk consulting services
4. Data Protection: Detailed data handling procedures - include when personal data processing is involved
5. Force Majeure: Addresses unforeseen circumstances preventing performance - particularly relevant post-COVID
6. Assignment and Subcontracting: Controls ability to transfer rights or delegate duties - important for larger consulting arrangements
7. Change Control: Procedures for modifying scope or deliverables - useful for complex or long-term engagements
8. Anti-Corruption: Compliance with anti-bribery laws - crucial for government-related consulting or high-risk sectors
1. Schedule 1 - Scope of Services: Detailed breakdown of consulting services, methodologies, and specific deliverables
2. Schedule 2 - Fee Schedule: Detailed fee structure, rates, payment milestones, and expense categories
3. Schedule 3 - Project Timeline: Detailed project phases, milestones, and delivery dates
4. Schedule 4 - Key Personnel: Lists key consultant team members and their roles
5. Schedule 5 - Service Levels: Specific performance metrics and service standards if applicable
6. Appendix A - Required Reports: Templates or formats for progress reports and deliverables
7. Appendix B - Client Policies: Relevant client policies the consultant must comply with
8. Appendix C - Communications Protocol: Procedures for project communications and escalation paths
Affiliate
Business Day
Client
Client Materials
Confidential Information
Consultant
Consulting Fee
Deliverables
Effective Date
Force Majeure Event
Intellectual Property Rights
Key Personnel
Personal Data
Project
Project Manager
Services
Service Levels
Term
Territory
Working Hours
Work Product
Change Request
Milestone
Payment Schedule
Progress Report
Representatives
Service Location
Specifications
Taxes
Appointment
Term
Services
Consultant Obligations
Client Obligations
Fees and Payment
Expenses
Confidentiality
Intellectual Property
Data Protection
Non-Competition
Non-Solicitation
Representations and Warranties
Liability and Indemnification
Insurance
Force Majeure
Termination
Assignment
Subcontracting
Notice
Amendment
Waiver
Severability
Entire Agreement
Governing Law
Dispute Resolution
Anti-Corruption
Relationship of Parties
Survival
Technology
Financial Services
Manufacturing
Healthcare
Education
Professional Services
Energy
Telecommunications
Real Estate
Retail
Construction
Agriculture
Mining
Transportation
Public Sector
Legal
Procurement
Finance
Human Resources
Operations
Project Management
Risk and Compliance
Business Development
Strategy
Administrative
Chief Executive Officer
Chief Financial Officer
Legal Counsel
Procurement Manager
Project Manager
Human Resources Director
Operations Manager
Business Development Manager
Department Head
Risk Manager
Compliance Officer
Contract Administrator
Management Consultant
Strategy Director
Technical Consultant
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