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1. Parties: Identification of the consulting firm and the client, including their legal status, registration details, and addresses
2. Background: Context of the agreement and brief description of the parties' business relationship
3. Definitions: Definitions of key terms used throughout the agreement
4. Scope of Services: Detailed description of consulting services to be provided
5. Term and Timeline: Duration of the agreement and key project milestones
6. Fees and Payment Terms: Consulting fees, payment schedule, expenses, and invoicing procedures
7. Obligations of the Consultant: Key responsibilities and commitments of the consulting firm
8. Client Responsibilities: Obligations of the client, including provision of information and access
9. Intellectual Property Rights: Ownership and usage rights of deliverables and pre-existing materials
10. Confidentiality: Protection and handling of confidential information
11. Representations and Warranties: Standard warranties regarding service quality and capacity to contract
12. Limitation of Liability: Limits on consultant's liability and exclusions
13. Termination: Grounds and procedures for contract termination
14. Dispute Resolution: Process for resolving disputes, including jurisdiction and governing law
15. General Provisions: Standard boilerplate clauses including notices, amendment procedures, and severability
1. Force Majeure: Provisions for unforeseen circumstances preventing performance, particularly relevant in long-term or high-risk engagements
2. Non-Compete: Restrictions on competitive activities, used when sharing sensitive market information
3. Insurance: Insurance requirements, typically included for high-value or high-risk consulting projects
4. Data Protection: Specific provisions for handling personal or sensitive data, necessary when processing such information
5. Anti-Corruption: Compliance with anti-corruption laws, particularly important for government-related work or international projects
6. Assignment and Subcontracting: Rights to transfer obligations or use subcontractors, relevant for larger consulting firms
7. Key Personnel: Identification and replacement procedures for key team members, important for expertise-dependent services
1. Schedule A - Scope of Services: Detailed breakdown of consulting services, deliverables, and methodologies
2. Schedule B - Fee Schedule: Detailed fee structure, rates, and payment milestones
3. Schedule C - Project Timeline: Detailed project phases, milestones, and delivery dates
4. Schedule D - Key Personnel: List of key team members, their roles, and qualifications
5. Schedule E - Client Materials: List of materials and information to be provided by the client
6. Appendix 1 - Service Level Agreement: Performance standards and metrics for service delivery
7. Appendix 2 - Compliance Requirements: Specific regulatory or industry compliance requirements
8. Appendix 3 - Change Request Process: Procedures for managing changes to scope or deliverables
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