1. Parties: Identification of the contracting company and the foreign independent contractor, including full legal names, addresses, and registration details
2. Background: Context of the agreement, brief description of the company's business, and the contractor's expertise
3. Definitions: Key terms used throughout the agreement, including specific Philippine legal terminology
4. Scope of Services: Detailed description of services to be provided, deliverables, and performance standards
5. Independent Contractor Status: Clear establishment of independent contractor relationship, distinguishing from employment relationship as per Philippine Labor Code
6. Term and Termination: Duration of the agreement, renewal terms, and conditions for termination by either party
7. Compensation and Payment Terms: Fee structure, payment schedule, currency, payment method, and applicable tax considerations
8. Tax Obligations: Responsibilities regarding Philippine taxes, withholding requirements, and tax compliance obligations
9. Intellectual Property Rights: Ownership and rights to work product, existing IP, and created materials
10. Confidentiality: Protection of confidential information, trade secrets, and business information
11. Data Protection: Compliance with Philippine Data Privacy Act and data handling requirements
12. Representations and Warranties: Contractor's confirmations regarding capacity, qualifications, and legal right to provide services
13. Liability and Indemnification: Allocation of risks, limitation of liability, and indemnification obligations
14. Governing Law and Jurisdiction: Application of Philippine law and jurisdiction for dispute resolution
15. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
