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1. Parties: Identifies the contracting company and the contractor, including full legal names, registration details, and addresses
2. Background: Sets out the context of the agreement and brief description of why the parties are entering into it
3. Definitions: Defines key terms used throughout the agreement
4. Scope of Services: Detailed description of the services to be provided by the contractor
5. Term and Termination: Duration of the agreement and circumstances under which it can be terminated
6. Compensation and Payment Terms: Fee structure, payment schedule, and invoicing requirements
7. Independent Contractor Status: Clear statement of contractor's independent status and not an employee
8. Contractor's Obligations: Key responsibilities, quality standards, and performance requirements
9. Company's Obligations: Company's responsibilities including provision of necessary information and resources
10. Intellectual Property Rights: Ownership and rights to work product and pre-existing IP
11. Confidentiality: Protection of confidential information and trade secrets
12. Liability and Indemnification: Risk allocation between parties and indemnification obligations
13. Insurance: Required insurance coverage to be maintained by contractor
14. Dispute Resolution: Process for resolving disputes including jurisdiction and applicable law
15. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment
1. Non-Compete: Restrictions on contractor's ability to compete, used when contractor will have access to sensitive information or clients
2. Equipment and Materials: Details about provision and ownership of equipment, needed when specific tools or materials are required
3. Subcontracting: Terms governing use of subcontractors, included when subcontracting might be necessary
4. Performance Metrics: Specific KPIs and measurement criteria, used for performance-based contracts
5. Training Requirements: Specific training or certification requirements, included when specialized skills are needed
6. Health and Safety: Specific health and safety requirements, important for high-risk or on-site work
7. Data Protection: Specific data handling requirements, needed when personal or sensitive data is involved
8. Force Majeure: Provisions for unforeseen circumstances, particularly relevant in long-term or high-value contracts
1. Schedule A - Scope of Services: Detailed breakdown of services, deliverables, and specifications
2. Schedule B - Fee Schedule: Detailed fee structure, rates, and payment terms
3. Schedule C - Service Levels: Performance standards and metrics
4. Schedule D - Company Policies: Relevant company policies contractor must comply with
5. Schedule E - Required Insurance: Specific insurance types and coverage amounts
6. Appendix 1 - Required Certifications: List of required certifications or qualifications
7. Appendix 2 - Project Timeline: Detailed project milestones and deadlines
8. Appendix 3 - Approved Subcontractors: List of pre-approved subcontractors if applicable
Applicable Laws
Business Day
Company
Company Materials
Confidential Information
Contractor
Deliverables
Effective Date
Force Majeure Event
Good Industry Practice
Intellectual Property Rights
Materials
Payment Terms
Pre-existing Materials
Project
Services
Service Levels
Specifications
Term
Termination Date
Work Product
Working Hours
Client
Milestones
Performance Standards
Representatives
Subcontractor
Territory
VAT
Warranties
Appointment
Term
Services
Contractor Obligations
Company Obligations
Payment Terms
Independent Contractor Status
Intellectual Property
Confidentiality
Non-Competition
Non-Solicitation
Data Protection
Warranties
Representations
Indemnification
Limitation of Liability
Insurance
Force Majeure
Termination
Consequences of Termination
Assignment
Subcontracting
Notice
Dispute Resolution
Governing Law
Entire Agreement
Severability
Amendments
Waiver
Third Party Rights
Counterparts
Health and Safety
Compliance with Laws
Anti-Corruption
Tax Obligations
Record Keeping
Audit Rights
Performance Standards
Reporting Requirements
Information Technology
Construction
Professional Services
Oil and Gas
Manufacturing
Consulting
Healthcare
Education
Telecommunications
Media and Entertainment
Real Estate
Financial Services
Engineering
Agriculture
Mining
Legal
Procurement
Human Resources
Finance
Operations
Compliance
Risk Management
Commercial
Business Development
Project Management
Legal Counsel
Procurement Manager
Project Manager
Human Resources Director
Operations Manager
Finance Manager
Compliance Officer
Contract Administrator
Business Unit Head
Chief Financial Officer
General Counsel
Managing Director
Department Head
Risk Manager
Commercial Manager
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