Business Management Consulting Agreement Template for Philippines

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Key Requirements PROMPT example:

Business Management Consulting Agreement

"I need a Business Management Consulting Agreement for my tech startup based in Manila, engaging a senior management consultant to help with our expansion strategy for 6 months starting March 2025, with specific focus on data protection and IP rights."

Document background
The Business Management Consulting Agreement is a crucial document used when engaging professional consultants or consulting firms to provide strategic, operational, or specialized management advice to organizations in the Philippines. This agreement is essential for protecting both parties' interests while ensuring compliance with Philippine legal requirements, including the Civil Code, Corporation Code, and relevant business regulations. It typically includes detailed provisions about service scope, deliverables, compensation, confidentiality, intellectual property rights, and the independent contractor relationship. The document is particularly important in the Philippine business context, where clear delineation of professional services relationships and compliance with local business practices is crucial for effective consulting engagements.
Suggested Sections

1. Parties: Identifies the consultant and the client, including their complete legal names, addresses, and business registration details

2. Background: Explains 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 to ensure clear interpretation

4. Scope of Services: Detailed description of the consulting services to be provided, including specific deliverables and objectives

5. Term and Timeline: Specifies the duration of the agreement and key milestone dates

6. Fees and Payment Terms: Details the consulting fees, payment schedule, expenses, and invoicing procedures

7. Obligations of the Consultant: Lists the consultant's responsibilities, standards of service, and performance requirements

8. Obligations of the Client: Specifies the client's responsibilities, including providing necessary information and access

9. Confidentiality: Provisions protecting confidential information shared during the engagement

10. Intellectual Property Rights: Addresses ownership and usage rights of materials and deliverables created during the engagement

11. Independent Contractor Relationship: Clearly establishes that the consultant is an independent contractor, not an employee

12. Termination: Outlines conditions and procedures for ending the agreement

13. General Provisions: Standard legal clauses including governing law, dispute resolution, and entire agreement

14. Execution: Signature blocks and execution details

Optional Sections

1. Non-Compete: Restricts the consultant from working with competitors; used when sensitive industry knowledge is involved

2. Non-Solicitation: Prevents solicitation of employees or clients; included when there's significant exposure to internal resources

3. Insurance Requirements: Specifies required insurance coverage; used for high-risk consulting engagements

4. Force Majeure: Addresses unforeseeable circumstances; important in long-term or high-value engagements

5. Limitation of Liability: Caps potential damages; used in high-risk or high-value consulting arrangements

6. Data Protection: Additional data handling requirements; needed when personal or sensitive data processing is involved

7. International Services: Specific provisions for cross-border services; used when consultant operates internationally

8. Assignment and Subcontracting: Rules for transferring rights or using subcontractors; included when relevant to the engagement

Suggested Schedules

1. Schedule A - Scope of Services: Detailed breakdown of specific services, deliverables, and methodologies

2. Schedule B - Fee Schedule: Detailed fee structure, including hourly rates, fixed fees, or milestone payments

3. Schedule C - Project Timeline: Detailed project phases, milestones, and deadlines

4. Schedule D - Key Personnel: List of key consultant team members and their roles

5. Schedule E - Client Resources: Details of resources, access, and support to be provided by the client

6. Appendix 1 - Reporting Templates: Standard formats for progress reports and deliverables

7. Appendix 2 - Compliance Requirements: Specific regulatory or industry compliance requirements

8. Appendix 3 - Service Level Agreement: Performance metrics and service level expectations

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Professional Services

Financial Services

Technology

Manufacturing

Retail

Healthcare

Education

Telecommunications

Real Estate

Energy

Transportation and Logistics

Agriculture

Construction

Hospitality

Mining and Resources

Public Sector

Relevant Teams

Legal

Finance

Procurement

Human Resources

Operations

Business Development

Strategy

Compliance

Corporate Affairs

Project Management Office

Risk Management

Executive Leadership

Relevant Roles

Chief Executive Officer

Managing Director

Chief Financial Officer

Operations Director

Business Development Manager

Project Manager

Management Consultant

Strategy Consultant

Business Analyst

Legal Counsel

Procurement Manager

Human Resources Director

Department Head

Finance Manager

Corporate Secretary

Compliance Officer

Industries
Civil Code of the Philippines (Republic Act No. 386): Governs general contract formation, validity, obligations, and remedies. Particularly relevant are Book IV on Obligations and Contracts, which sets out requirements for valid contracts, consent, object, and consideration.
Corporation Code of the Philippines (Batas Pambansa Blg. 68): Regulates corporate entities and business relationships, particularly relevant for defining the scope of business management consulting services and corporate authority to enter into such agreements.
National Internal Revenue Code (NIRC): Governs taxation of professional services, including VAT requirements, withholding tax obligations, and other tax implications for consulting services.
Intellectual Property Code (Republic Act No. 8293): Protects intellectual property rights and trade secrets, crucial for confidentiality provisions and ownership of deliverables in consulting agreements.
Data Privacy Act of 2012 (Republic Act No. 10173): Regulates the collection, processing, and protection of personal and sensitive information, relevant for handling client data during consulting engagements.
Labor Code of the Philippines: Important for establishing clear independent contractor relationship and avoiding misclassification of consultants as employees.
Anti-Dummy Law (Commonwealth Act No. 108): Relevant when foreign consultants are involved, as it regulates foreign participation in certain business activities in the Philippines.
E-Commerce Act (Republic Act No. 8792): Governs electronic transactions and digital signatures, relevant for online consulting services and digital documentation.
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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