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Fixed Fee Agreement
"I need a Fixed Fee Agreement for my IT consulting company based in Auckland to provide software development services to a corporate client, with project completion set for March 2025 and including specific intellectual property transfer provisions."
1. Parties: Identifies and defines the service provider and the client with their full legal names and addresses
2. Background: Sets out the context of the agreement and the parties' intentions
3. Definitions: Defines key terms used throughout the agreement
4. Scope of Services: Clearly defines the services to be provided under the fixed fee arrangement
5. Fixed Fee: Specifies the fixed fee amount, what it includes/excludes, and GST status
6. Payment Terms: Details when and how payment is to be made, including any milestone payments
7. Service Provider's Obligations: Lists the specific obligations and responsibilities of the service provider
8. Client's Obligations: Outlines what the client must do to enable service delivery
9. Term and Termination: Specifies the duration of the agreement and termination provisions
10. Intellectual Property: Addresses ownership and rights to any IP created during service delivery
11. Confidentiality: Sets out obligations regarding confidential information
12. Liability and Indemnity: Defines the limits of liability and any indemnities
13. General Provisions: Includes standard clauses like governing law, notices, and assignment
14. Execution: Signature blocks and execution details
1. Variations: Include when there's likelihood of scope changes or additional services being required
2. Performance Standards: Include when specific quality metrics or standards need to be met
3. Insurance: Include when specific insurance requirements need to be maintained
4. Dispute Resolution: Include when specific dispute resolution procedures are required beyond standard court proceedings
5. Force Majeure: Include when need to address circumstances beyond parties' control
6. Non-Solicitation: Include when there's risk of staff or client poaching
7. Data Protection: Include when personal or sensitive data will be handled
8. Warranties: Include when specific guarantees about service quality or outcomes are provided
1. Schedule 1 - Detailed Scope of Services: Detailed breakdown of services to be provided, including any deliverables
2. Schedule 2 - Fee Schedule: Breakdown of the fixed fee, payment milestones, and any excluded costs
3. Schedule 3 - Service Levels: Specific performance metrics and service standards if applicable
4. Schedule 4 - Key Personnel: Details of key team members assigned to provide the services
5. Appendix A - Special Conditions: Any special terms or conditions specific to this engagement
6. Appendix B - Required Documentation: List of documents required from either party
Authors
Business Day
Commencement Date
Confidential Information
Deliverables
Effective Date
Fixed Fee
Force Majeure Event
GST
Intellectual Property
Intellectual Property Rights
Key Personnel
Material Breach
Milestones
Party/Parties
Payment Schedule
Professional Standards
Project
Related Companies
Representatives
Scope of Services
Service Level Requirements
Services
Special Conditions
Specifications
Term
Variation
Working Hours
Term
Services
Fixed Fee
Payment Terms
Service Provider Obligations
Client Obligations
Performance Standards
Deliverables
Key Personnel
Intellectual Property
Confidentiality
Data Protection
Liability
Indemnification
Insurance
Force Majeure
Termination
Consequences of Termination
Variation
Assignment
Subcontracting
Warranties
Dispute Resolution
Notices
Relationship of Parties
Non-Solicitation
Entire Agreement
Severability
Governing Law
GST and Taxation
Costs
Further Assurance
Counterparts
Professional Services
Legal Services
Consulting
Information Technology
Engineering
Architecture
Construction
Creative Services
Digital Marketing
Financial Services
Business Advisory
Project Management
Education and Training
Healthcare Services
Legal
Finance
Operations
Commercial
Procurement
Business Development
Sales
Contract Administration
Project Management Office
Service Delivery
Account Management
Contract Manager
Project Manager
Legal Counsel
Business Development Manager
Finance Manager
Operations Director
Managing Director
Chief Executive Officer
Commercial Manager
Account Manager
Procurement Manager
Service Delivery Manager
Sales Director
Chief Financial Officer
Business Owner
Professional Services Director
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