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1. Parties: Identifies the contracting company and the contractor, including full legal names, addresses, and company/registration details
2. Background: Sets out the context of the agreement and confirms the contractor's independent status
3. Definitions: Defines key terms used throughout the agreement
4. Appointment and Status: Confirms the contractor's appointment and explicitly establishes independent contractor status
5. Services: Describes the services to be provided by the contractor
6. Term and Termination: Specifies the duration of the agreement and circumstances for termination
7. Fees and Payment: Details the payment terms, rates, invoicing procedures, and expenses policy
8. Contractor Obligations: Lists the contractor's key responsibilities and service standards
9. Company Obligations: Outlines what the company will provide to enable the contractor to perform the services
10. Intellectual Property Rights: Addresses ownership and transfer of IP created during the engagement
11. Confidentiality: Defines confidential information and obligations regarding its protection
12. Data Protection: Covers GDPR compliance and data handling requirements
13. Liability and Indemnity: Sets out liability limitations and indemnification obligations
14. Insurance: Specifies required insurance coverage
15. General Provisions: Contains standard boilerplate clauses including governing law, notices, and entire agreement
1. Equipment and Materials: Used when the company provides specific equipment or materials to the contractor
2. Non-Compete: Include when restricting the contractor from working with competitors
3. Non-Solicitation: Include when preventing the contractor from soliciting company employees or clients
4. Change Control: Include for complex projects where scope changes are likely
5. Performance Metrics: Used when specific KPIs or performance standards need to be met
6. Compliance with Policies: Include when contractor must comply with specific company policies
7. Health and Safety: Required when contractor works on company premises
8. Force Majeure: Include for long-term contracts or when service continuity is critical
9. Anti-Bribery and Corruption: Include for contractors operating in high-risk jurisdictions or handling sensitive matters
10. Assignment and Subcontracting: Include when need to specifically control ability to subcontract or assign rights
1. Schedule 1 - Services Description: Detailed specification of services to be provided
2. Schedule 2 - Fee Schedule: Detailed breakdown of fees, rates, and payment terms
3. Schedule 3 - Service Levels: Specific performance metrics and service level requirements
4. Schedule 4 - Data Processing Agreement: Detailed terms for GDPR compliance and data processing
5. Schedule 5 - Company Policies: Relevant company policies the contractor must comply with
6. Appendix A - Insurance Requirements: Detailed insurance coverage requirements
7. Appendix B - Approved Subcontractors: List of pre-approved subcontractors if applicable
8. Appendix C - Equipment List: Inventory of any company equipment provided to contractor
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Professional Services
Healthcare
Manufacturing
Construction
Media and Entertainment
Education
Telecommunications
Research and Development
Consulting
Engineering
Digital Marketing
Software Development
Biotechnology
Legal
Human Resources
Procurement
Finance
Compliance
Risk Management
Operations
Talent Acquisition
Contract Administration
Project Management Office
Chief Legal Officer
Legal Counsel
HR Director
HR Manager
Procurement Manager
Contract Manager
Project Manager
Operations Director
Chief Financial Officer
Finance Manager
Talent Acquisition Manager
Compliance Officer
Risk Manager
Department Head
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