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1. Parties: Identification of the contracting company and the contractor, including full legal names, addresses, and registration details if applicable
2. Background: Brief context of the agreement and the intention to engage the contractor for services
3. Definitions: Key terms used throughout the agreement, including 'Services', 'Deliverables', 'Intellectual Property', etc.
4. Scope of Services: Detailed description of the services to be provided by the contractor
5. Term and Termination: Duration of the agreement, renewal terms, and conditions for termination by either party
6. Compensation and Payment Terms: Fee structure, payment schedule, expenses policy, and invoicing requirements
7. Independent Contractor Status: Clear statement of contractor's independent status and not an employee
8. Contractor's Obligations: Key responsibilities, quality standards, and performance requirements
9. Company's Obligations: Company's responsibilities including provision of necessary information and resources
10. Intellectual Property Rights: Ownership of work product and pre-existing IP
11. Confidentiality: Protection of confidential information and trade secrets
12. Representations and Warranties: Contractor's confirmations regarding capability, licenses, and compliance
13. Limitation of Liability: Caps on liability and exclusions
14. Dispute Resolution: Process for resolving disputes including jurisdiction and governing law
15. General Provisions: Standard boilerplate clauses including notices, amendment process, and severability
1. Non-Compete: Restrictions on working with competitors - include only if specifically required and ensure compliance with local law
2. Insurance Requirements: Specific insurance coverage requirements - include for high-risk services or when contractor works on-site
3. Data Protection: Specific data handling requirements - include when personal or sensitive data processing is involved
4. Equipment and Resources: Provisions regarding tools and equipment - include when specific equipment or resources are provided
5. Performance Metrics: Specific KPIs and measurement criteria - include for performance-based contracts
6. Compliance with Specific Regulations: Industry-specific compliance requirements - include for regulated industries
7. Force Majeure: Provisions for unforeseen circumstances - particularly relevant post-COVID
8. Assignment and Subcontracting: Rights to assign or subcontract - include if relevant to the services
1. Schedule 1 - Scope of Services: Detailed breakdown of services and deliverables
2. Schedule 2 - Fee Schedule: Detailed fee structure, rates, and payment milestones
3. Schedule 3 - Service Levels: Performance standards and quality metrics
4. Schedule 4 - Company Policies: Relevant company policies contractor must comply with
5. Appendix A - Required Qualifications: List of required certifications, qualifications, or licenses
6. Appendix B - Approved Subcontractors: List of pre-approved subcontractors if applicable
7. Appendix C - Equipment List: List of company-provided equipment if applicable
8. Appendix D - Report Templates: Standard templates for required reports and documentation
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