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External Consultant Agreement
"I need an External Consultant Agreement for engaging a cybersecurity consultant starting March 2025, including strict data protection clauses and the ability to access our secure systems, while ensuring compliance with Australian privacy laws."
1. Parties: Identifies the contracting parties - the business/client and the consultant (whether individual or entity)
2. Background: Outlines the context of the agreement, including the client's needs and consultant's expertise
3. Definitions: Defines key terms used throughout the agreement
4. Appointment and Term: Specifies the engagement terms, commencement date, and duration
5. Services: Details the consulting services to be provided
6. Consultant's Obligations: Lists key responsibilities and performance standards expected from the consultant
7. Client's Obligations: Outlines the client's responsibilities and commitments
8. Fees and Payment: Details consultation fees, payment terms, expenses, and invoicing requirements
9. GST: Addresses GST requirements and obligations
10. Independent Contractor Relationship: Clearly establishes the nature of the relationship as independent contracting, not employment
11. Intellectual Property: Covers ownership and rights to intellectual property created during the engagement
12. Confidentiality: Protects confidential information and trade secrets
13. Insurance and Liability: Specifies required insurance coverage and liability limitations
14. Termination: Details circumstances and processes for ending the agreement
15. General Provisions: Includes standard legal clauses such as governing law, notices, and dispute resolution
1. Non-Compete: Restricts consultant from competing activities - include when protecting market position is crucial
2. Non-Solicitation: Prevents poaching of clients/employees - relevant for consultants with significant client contact
3. Performance Metrics: Defines specific KPIs and performance standards - use when quantifiable outcomes are required
4. Equipment and Resources: Specifies tools and resources provided by either party - include when significant resources are involved
5. Data Protection: Additional privacy and data handling obligations - include when handling sensitive or personal data
6. Change Control: Process for managing changes to services or requirements - useful for long-term or complex engagements
7. Force Majeure: Addresses unforeseen circumstances - particularly relevant post-COVID
8. Subcontracting: Rules regarding use of subcontractors - include when subcontracting might be needed
9. Work Health and Safety: Specific WHS obligations - include when consultant works on-site
10. Moral Rights: Additional IP rights provisions - relevant for creative or content-creation services
1. Schedule 1 - Services Description: Detailed scope of services, deliverables, and specifications
2. Schedule 2 - Fees and Payment Terms: Comprehensive breakdown of fees, rates, and payment conditions
3. Schedule 3 - Key Personnel: Details of main consultant contacts and any approved subcontractors
4. Schedule 4 - Service Levels: Specific performance standards and metrics if applicable
5. Schedule 5 - Insurance Requirements: Detailed insurance obligations and minimum coverage requirements
6. Appendix A - Project Timeline: Milestone dates and project schedule if applicable
7. Appendix B - Approved Expenses: List of pre-approved expenses and reimbursement procedures
8. Appendix C - Client Policies: Relevant client policies the consultant must comply with
Authors
Approved Expenses
Business Day
Client
Client Group
Client Materials
Commencement Date
Confidential Information
Consultant
Consultant Personnel
Deliverables
Dispute
Fees
Force Majeure Event
GST
GST Act
Initial Term
Intellectual Property Rights
Key Personnel
Laws
Loss
Material Breach
Moral Rights
Notice
Personal Information
Pre-existing IP
Project
Project IP
Related Body Corporate
Representatives
Services
Service Levels
Special Conditions
Specifications
Term
Third Party Materials
Variation
Interpretation
Appointment
Term
Services
Performance Standards
Fees and Payment
GST
Expenses
Independent Contractor Status
Personnel
Client Obligations
Consultant Obligations
Intellectual Property
Pre-existing IP
Moral Rights
Confidentiality
Privacy
Data Protection
Insurance
Liability
Indemnity
Warranties
Conflicts of Interest
Non-Compete
Non-Solicitation
Record Keeping
Audit Rights
Work Health and Safety
Termination
Force Majeure
Assignment
Subcontracting
Dispute Resolution
Governing Law
Notices
Variation
Waiver
Severability
Entire Agreement
Counterparts
Technology
Financial Services
Healthcare
Education
Mining
Construction
Professional Services
Manufacturing
Retail
Telecommunications
Energy
Media and Entertainment
Environmental Services
Transportation and Logistics
Government and Public Sector
Non-Profit Organizations
Legal
Human Resources
Procurement
Finance
Operations
Risk and Compliance
Project Management Office
Information Technology
Strategy
Business Development
Administrative Services
Chief Executive Officer
Chief Financial Officer
Legal Counsel
HR Director
Procurement Manager
Project Manager
Operations Manager
Department Head
Business Unit Director
Risk Manager
Compliance Officer
Contract Manager
Finance Manager
IT Manager
Strategy Director
Management Consultant
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