The Simple Consulting Agreement is designed for use in the United Arab Emirates when engaging external consultants or consulting firms for professional services. This document is particularly relevant in the UAE business environment where consulting relationships must be clearly distinguished from employment relationships under UAE Labor Law. The agreement incorporates essential elements required by UAE Civil Code and Commercial Transactions Law while remaining straightforward and user-friendly. It is suitable for both short-term and ongoing consulting arrangements, providing clear terms for services, compensation, confidentiality, and intellectual property rights. The Simple Consulting Agreement is commonly used by UAE mainland companies, free zone entities, and international firms operating in the UAE who need a robust yet accessible framework for their consulting engagements.
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1. Parties: Identification of the parties, including full legal names, addresses, and registration details as required under UAE law
2. Background: Context of the agreement and brief description of the parties' intentions
3. Definitions: Key terms used throughout the agreement, including 'Services', 'Deliverables', and 'Confidential Information'
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 VAT requirements under UAE law
7. Obligations of the Consultant: Key responsibilities and commitments of the consultant
8. Obligations of the Client: Key responsibilities and commitments of the client
9. Confidentiality: Protection of confidential information and trade secrets
10. Intellectual Property: Ownership and rights related to work products and pre-existing IP
11. Independent Contractor Status: Clear statement of consultant's status as independent contractor, not employee
12. Governing Law and Jurisdiction: Specification of UAE law as governing law and jurisdiction for disputes
1. Non-Compete: Restrictions on consultant's ability to work with competitors (use when protecting market position is crucial)
2. Force Majeure: Provisions for unforeseen circumstances preventing performance (recommended for longer-term engagements)
3. Insurance: Requirements for professional liability insurance (use when services involve significant risks)
4. Data Protection: Compliance with data protection laws (use when personal data processing is involved)
5. Assignment: Rights to transfer the agreement (use when parties may need flexibility to assign rights)
6. Warranties: Specific guarantees about service quality or results (use for specialized consulting services)
1. Schedule 1 - Services Description: Detailed scope of work, deliverables, and timelines
2. Schedule 2 - Fee Schedule: Detailed breakdown of fees, expenses, and payment milestones
3. Schedule 3 - Key Personnel: List of key consultant personnel assigned to the project
4. Schedule 4 - Service Levels: Performance metrics and standards for service delivery
5. Appendix A - Required Forms: Any forms or templates required for service delivery or reporting
6. Appendix B - Client Policies: Relevant client policies the consultant must comply with
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