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Consultant Services Master Agreement
"Need a Consultant Services Master Agreement template for our tech startup to use with multiple IT consultants from January 2025, with strong IP protection clauses and flexible payment terms for both hourly and project-based work."
1. Parties: Identification of the parties entering into the agreement, including full legal names and addresses
2. Background: Context of the agreement and brief description of the parties' intentions
3. Definitions and Interpretation: Definitions of key terms used throughout the agreement and rules for interpretation
4. Term and Appointment: Duration of the master agreement and the basis of the consultant's appointment
5. Services Framework: Overview of how services will be engaged through Statements of Work or Work Orders
6. Consultant Obligations: Key obligations and responsibilities of the consultant, including standard of services
7. Client Obligations: Key obligations and responsibilities of the client, including provision of information and access
8. Fees and Payment: Framework for fees, expenses, invoicing, and payment terms
9. Intellectual Property: Ownership and licensing of pre-existing and created intellectual property
10. Confidentiality: Protection and handling of confidential information
11. Privacy and Data Protection: Obligations regarding personal information under NZ Privacy Act 2020
12. Liability and Indemnity: Limitation of liability and indemnification provisions
13. Insurance: Required insurance coverage to be maintained
14. Termination: Grounds for termination and consequences of termination
15. General Provisions: Standard boilerplate clauses including notices, amendment, assignment, governing law
1. Non-Competition: Restrictions on competitive activities, used when consultant will have access to sensitive business information
2. Non-Solicitation: Restrictions on soliciting employees or clients, used when consultant will have significant client or employee contact
3. Service Levels: Specific performance metrics and standards, used for technical or ongoing operational services
4. Business Continuity: Disaster recovery and business continuity requirements, used for critical service provisions
5. Security Requirements: Specific IT and physical security requirements, used when handling sensitive data or systems
6. Transition Services: Provisions for handover at end of engagement, used for complex or operational services
7. Compliance with Client Policies: Obligation to comply with specific client policies, used when consultant works closely with client operations
8. Key Personnel: Identification and replacement of key personnel, used when specific consultant staff are crucial
1. Schedule 1 - Standard Rates and Charges: Standard rate card and charging methodology
2. Schedule 2 - Form of Statement of Work: Template for individual Statements of Work to be issued under the master agreement
3. Schedule 3 - Service Descriptions: Detailed descriptions of different types of services available under the agreement
4. Schedule 4 - Service Levels and KPIs: Detailed service levels and key performance indicators if applicable
5. Schedule 5 - Insurance Requirements: Detailed insurance requirements including types and levels of coverage
6. Schedule 6 - Approved Subcontractors: List of pre-approved subcontractors if relevant
7. Appendix A - Client Policies: Key client policies that consultant must comply with
8. Appendix B - Security Requirements: Detailed security protocols and requirements
Authors
Business Day
Change Order
Charges
Client
Client Materials
Confidential Information
Consultant
Consultant Personnel
Deliverables
Effective Date
Expenses
Force Majeure Event
GST
Initial Term
Intellectual Property Rights
Key Personnel
Laws
Losses
Material Breach
Milestones
Personal Information
Pre-existing IP
Project
Project IP
Related Company
Representative
Services
Service Levels
Statement of Work
Subsidiary
Term
Third Party Materials
Variation
Work Order
Work Product
Appointment
Term
Statements of Work
Performance Standards
Consultant Obligations
Client Obligations
Fees and Payment
Expenses
Invoicing
Taxes
Resources and Facilities
Personnel
Subcontracting
Intellectual Property
Pre-existing IP
Project IP
Third Party Materials
Confidentiality
Privacy and Data Protection
Security
Warranties
Compliance with Laws
Anti-bribery
Insurance
Liability
Indemnification
Force Majeure
Termination
Suspension
Exit Assistance
Non-solicitation
Non-competition
Dispute Resolution
Notices
Assignment
Variation
Waiver
Severability
Entire Agreement
Governing Law
Interpretation
Definitions
Conflicts
Relationship of Parties
Survival
Technology
Management Consulting
Professional Services
Financial Services
Healthcare
Manufacturing
Education
Construction
Engineering
Telecommunications
Energy
Retail
Mining
Agriculture
Government Services
Legal
Procurement
Finance
Operations
Human Resources
Information Technology
Risk and Compliance
Project Management Office
Supply Chain
Commercial
Strategy
Business Development
Chief Executive Officer
Chief Financial Officer
Chief Operating Officer
Procurement Manager
Legal Counsel
Contract Manager
Project Manager
Human Resources Director
IT Director
Operations Manager
Business Unit Head
Department Manager
Consulting Services Manager
Vendor Management Specialist
Risk Manager
Compliance Officer
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