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Contractor Client Agreement
"I need a Contractor Client Agreement for engaging a software development contractor in Auckland who will work remotely on our fintech project starting March 2025, with specific provisions for source code ownership and data security compliance."
1. Parties: Identifies and provides full legal details of the contracting parties - the client and the contractor
2. Background: Sets out the context of the agreement and the parties' intentions
3. Definitions and Interpretation: Defines key terms used throughout the agreement and establishes interpretation rules
4. Engagement and Scope of Services: Specifies the contractor's appointment and detailed description of services to be provided
5. Term and Termination: Defines the duration of the agreement and circumstances for termination
6. Contractor's Obligations: Lists the key responsibilities and commitments of the contractor
7. Client's Obligations: Outlines the client's responsibilities and commitments
8. Fees and Payment Terms: Details the payment structure, rates, invoicing process, and payment terms
9. GST and Taxation: Addresses GST requirements and tax responsibilities
10. Independent Contractor Relationship: Clearly establishes the nature of the relationship as independent contracting, not employment
11. Health and Safety: Outlines health and safety obligations and compliance requirements
12. Confidentiality: Establishes confidentiality obligations and handling of sensitive information
13. Insurance and Liability: Specifies required insurance coverage and liability limitations
14. Dispute Resolution: Sets out the process for resolving disputes between parties
15. General Provisions: Contains standard boilerplate clauses including governing law, notices, and assignment
1. Intellectual Property Rights: Include when the services involve creation of intellectual property or use of existing IP
2. Non-Compete and Non-Solicitation: Include when there are concerns about competition or protection of business relationships
3. Data Protection and Privacy: Include when the services involve handling personal or sensitive data
4. Performance Metrics: Include when specific performance standards or KPIs need to be met
5. Subcontracting: Include when the contractor may need to engage subcontractors
6. Equipment and Resources: Include when specific provisions about tools, equipment or resources are needed
7. Training and Compliance: Include when specific training or compliance requirements exist
8. Force Majeure: Include when protection against unforeseen circumstances is particularly important
9. Change Control: Include when the scope of services may need formal variation procedures
1. Schedule 1 - Services Description: Detailed specification of services to be provided
2. Schedule 2 - Fee Schedule: Detailed breakdown of fees, rates, and payment structure
3. Schedule 3 - Service Levels: Specific performance standards and metrics if applicable
4. Schedule 4 - Key Personnel: Details of key individuals involved in service delivery
5. Schedule 5 - Approved Subcontractors: List of pre-approved subcontractors if applicable
6. Appendix A - Required Insurance Coverage: Detailed insurance requirements and minimum coverage levels
7. Appendix B - Health and Safety Requirements: Specific health and safety procedures and requirements
8. Appendix C - Confidentiality Agreement: Detailed confidentiality terms if separate from main agreement
Authors
Business Day
Client
Commencement Date
Confidential Information
Contractor
Deliverables
End Date
Fees
Force Majeure Event
GST
Health and Safety Laws
Initial Term
Intellectual Property Rights
Key Personnel
Location
Material Breach
Notice
Payment Terms
Personal Information
Personnel
Project
Related Company
Representatives
Schedule
Services
Service Levels
Specifications
Subcontractor
Term
Termination Date
Working Hours
Work Site
Appointment
Term
Services
Contractor Obligations
Client Obligations
Fees and Payment
GST and Taxation
Performance Standards
Independent Contractor Status
Health and Safety
Confidentiality
Intellectual Property
Data Protection
Insurance
Liability and Indemnity
Termination
Force Majeure
Assignment and Subcontracting
Non-Compete
Non-Solicitation
Dispute Resolution
Notices
Governing Law
Entire Agreement
Variation
Severability
Relationship of Parties
Survival
Waiver
Information Technology
Construction
Professional Services
Consulting
Creative Industries
Engineering
Healthcare
Education
Financial Services
Manufacturing
Project Management
Marketing and Advertising
Research and Development
Telecommunications
Property Services
Legal
Human Resources
Procurement
Operations
Finance
Compliance
Risk Management
Commercial
Project Management
Business Administration
Procurement Manager
Legal Counsel
HR Director
Operations Manager
Project Manager
Finance Manager
Contract Administrator
Risk Manager
Compliance Officer
Business Unit Manager
Department Head
Chief Operating Officer
Managing Director
Commercial Manager
Hiring Manager
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