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Consultancy Agreement For Professional Services
"I need a Consultancy Agreement For Professional Services for hiring a cybersecurity consultant who will work remotely from California to conduct a security audit and implement new security protocols, starting March 2025, with strict confidentiality and data protection provisions."
1. Parties: Identification and details of the contracting parties - consultant and client
2. Background: Context of the agreement and brief description of the parties' intentions
3. Definitions: Key terms used throughout the agreement including 'Services', 'Deliverables', 'Intellectual Property Rights'
4. Scope of Services: Detailed description of professional services to be provided by the consultant
5. Term and Termination: Duration of the agreement and conditions for termination by either party
6. Fees and Payment: Compensation structure, payment terms, expenses, and invoicing procedures
7. Confidentiality: Obligations regarding protection of confidential information and trade secrets
8. Intellectual Property Rights: Ownership and rights to work products, pre-existing IP, and licensed materials
1. Non-Compete: Restrictions on competitive activities during and after the agreement term
2. Insurance Requirements: Professional liability and general insurance coverage requirements
3. Data Protection: Obligations regarding handling of personal and sensitive data
4. Force Majeure: Provisions for unforeseeable circumstances affecting performance
1. Schedule A - Scope of Services: Detailed breakdown of services, deliverables, and timelines
2. Schedule B - Fee Schedule: Detailed breakdown of fees, rates, and payment terms
3. Schedule C - Service Levels: Performance metrics, standards, and quality requirements
4. Schedule D - Insurance Requirements: Specific insurance coverage details and minimum requirements
5. Schedule E - Key Personnel: List of key individuals involved in service delivery and their roles
Authors
Services
Deliverables
Effective Date
Term
Fees
Confidential Information
Intellectual Property Rights
Work Product
Client Materials
Business Day
Force Majeure Event
Professional Standards
Project
Service Level Requirements
Client Representative
Consultant Representative
Change Order
Acceptance Criteria
Milestones
Payment Terms
Territory
Applicable Laws
Material Breach
Project Schedule
Third Party Materials
Background IP
Foreground IP
Affiliated Companies
Personnel
Term and Duration
Fees and Payment
Expenses
Confidentiality
Intellectual Property Rights
Data Protection
Warranties
Indemnification
Limitation of Liability
Insurance
Independent Contractor Status
Non-Compete
Non-Solicitation
Termination
Force Majeure
Assignment
Subcontracting
Amendments
Notices
Dispute Resolution
Governing Law
Entire Agreement
Severability
Waiver
Relationship of Parties
Compliance with Laws
Service Levels
Acceptance Testing
Change Control
Audit Rights
Personnel Requirements
Client Obligations
Conflict of Interest
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