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Consulting Services Agreement
"I need a Consulting Services Agreement governed by Hong Kong law for a technology consulting firm providing digital transformation services to a financial institution, with strong data protection clauses and specific provisions for protecting source code and other technical IP."
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' intention to enter into a consulting arrangement
3. Definitions: Definitions of key terms used throughout the agreement
4. Scope of Services: Detailed description of the consulting services to be provided
5. Term and Termination: Duration of the agreement and circumstances under which it can be terminated
6. Fees and Payment: Compensation structure, payment terms, and expenses
7. Consultant's Obligations: Key responsibilities and commitments of the consultant
8. Client's Obligations: Key responsibilities and commitments of the client
9. Intellectual Property Rights: Ownership and rights to work product and pre-existing IP
10. Confidentiality: Protection of confidential information and trade secrets
11. Data Protection: Compliance with Hong Kong's Personal Data (Privacy) Ordinance
12. Independent Contractor Status: Clear statement of consultant's status as independent contractor
13. Liability and Indemnification: Limitation of liability and indemnification provisions
14. Insurance: Required insurance coverage
15. General Provisions: Standard boilerplate clauses including governing law, notices, and entire agreement
1. Non-Competition: Restrictions on consultant's ability to work with competitors, used when consultant will have access to sensitive competitive information
2. Non-Solicitation: Restrictions on soliciting employees or clients, used when consultant will have significant contact with client's employees or customers
3. Service Levels: Specific performance metrics and standards, used for longer-term or complex engagements
4. Compliance with Client Policies: Requirement to comply with client's internal policies, used when consultant will work closely with client's organization
5. Force Majeure: Provisions for unforeseen circumstances, particularly relevant post-COVID
6. Assignment and Subcontracting: Rights to assign or subcontract services, used when flexibility in service delivery is needed
7. Audit Rights: Client's right to audit consultant's work and records, used in regulated industries or complex projects
1. Schedule 1 - Services Description: Detailed scope of work, deliverables, and timelines
2. Schedule 2 - Fee Schedule: Detailed breakdown of fees, rates, and payment milestones
3. Schedule 3 - Key Personnel: List of key consultant personnel assigned to the project
4. Schedule 4 - Service Levels: Detailed performance metrics and measurement criteria
5. Schedule 5 - Client Policies: Relevant client policies and procedures
6. Appendix A - Form of Invoice: Template for consultant's invoices
7. Appendix B - Change Order Form: Template for documenting changes to scope or fees
Authors
Financial Services
Technology
Professional Services
Healthcare
Manufacturing
Real Estate
Retail
Telecommunications
Education
Energy
Construction
Media and Entertainment
Logistics and Supply Chain
Biotechnology
Insurance
Legal
Procurement
Finance
Human Resources
Operations
Risk and Compliance
Commercial
Business Development
Project Management Office
Senior Management
Contract Management
Vendor Management
Legal Counsel
Procurement Manager
Chief Financial Officer
Chief Executive Officer
HR Director
Project Manager
Business Development Manager
Risk Manager
Compliance Officer
Operations Director
Contract Manager
General Counsel
Commercial Director
Managing Director
Chief Operating Officer
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