Consultant Services Master Agreement Generator for United States

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Key Requirements PROMPT example:

Consultant Services Master Agreement

"Need a Consultant Services Master Agreement for our tech startup to engage multiple software development consultants starting January 2025, with strong IP protection clauses and the ability to easily add new statements of work as we scale."

Document background
The Consultant Services Master Agreement is designed for businesses operating in the United States that regularly engage external consultants or consulting firms. This agreement serves as an overarching framework that governs the relationship between parties, allowing for multiple subsequent statements of work without requiring new contract negotiations. It addresses crucial aspects including service delivery, compensation, intellectual property rights, confidentiality, and compliance with federal and state contractor classification requirements. The agreement is particularly valuable for organizations seeking to establish long-term consulting relationships while maintaining legal and operational clarity.
Suggested Sections

1. Parties: Identification and details of the contracting parties, including registered addresses and authorized representatives

2. Background: Context and purpose of the agreement, establishing the basis for the consulting relationship

3. Definitions: Key terms used throughout the agreement, ensuring consistent interpretation

4. Scope of Services: Detailed description of consulting services to be provided, including general framework for service delivery

5. Term and Termination: Duration of agreement, renewal terms, and conditions for termination or modification

6. Compensation: Payment terms, rates, invoicing procedures, and expense reimbursement policies

7. Independent Contractor Status: Clear establishment of consultant's status as independent contractor, not employee

8. Confidentiality: Protection of proprietary information, trade secrets, and confidential materials

9. Intellectual Property Rights: Ownership of work product, pre-existing IP, and license grants

10. Representations and Warranties: Mutual assurances regarding capacity, authority, and quality of services

11. Limitation of Liability: Caps on liability and exclusions of certain types of damages

12. General Provisions: Standard legal provisions including notices, assignment, governing law, and dispute resolution

Optional Sections

1. Non-Compete: Restrictions on competitive activities during and after the agreement term

2. Insurance Requirements: Specific insurance coverage requirements and minimum policy limits

3. Data Protection: Obligations regarding personal data processing and privacy compliance

4. International Services: Provisions for cross-border services including compliance with local laws

5. Force Majeure: Provisions for unforeseen circumstances preventing performance

6. Compliance with Laws: Specific regulatory compliance requirements for regulated industries

Suggested Schedules

1. Schedule A - Statement of Work: Detailed scope, deliverables, timelines, and specific project requirements

2. Schedule B - Fee Schedule: Detailed rate card, payment terms, and billing procedures

3. Schedule C - Service Levels: Performance metrics, quality standards, and reporting requirements

4. Schedule D - Insurance Requirements: Detailed insurance coverage requirements and minimum policy limits

5. Appendix 1 - Approved Subcontractors: List of pre-approved subcontractors and their scope of work

6. Appendix 2 - Security Requirements: Security protocols, data protection measures, and compliance standards

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Industries

Federal Labor Laws: Key regulations including Fair Labor Standards Act (FLSA), IRS guidelines on independent contractor classification, and Immigration Reform and Control Act for foreign consultants

State-Specific Laws: State labor codes, independent contractor tests, licensing requirements, and state-specific non-compete regulations that vary by jurisdiction

Intellectual Property Laws: Federal and state regulations covering Copyright Act, Patent Act, Trade Secrets Protection Acts, and Defend Trade Secrets Act

Privacy and Data Protection: State-specific data privacy laws, industry-specific regulations (HIPAA, GLBA), and CCPA compliance requirements

Contract Law: Uniform Commercial Code (UCC), state-specific contract laws, and Statute of Frauds requirements governing contract formation and enforcement

Tax Considerations: Federal tax requirements, state tax obligations, and Form 1099 reporting requirements for independent contractors

Insurance Requirements: Professional liability insurance, general liability insurance, and workers' compensation requirements where applicable

Discrimination Laws: Civil Rights Act, Americans with Disabilities Act, and Age Discrimination in Employment Act provisions

Industry-Specific Regulations: Sector-specific compliance requirements, professional licensing requirements, and relevant industry standards and certifications

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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