This Slideshare presentation is a partial preview of the full business document. To view and download the full document, please go here: http://flevy.com/browse/business-document/consultancy-agreement-1053 DESCRIPTION Consulting contract independent contractor.

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CONSULTANCY AGREEMENT
THIS AGREEMENT is made on the …………. day of …………. 2014 BETWEEN:
Full Name of Company
Company Number
Country of Registration
Registered Address
Represented by Mr.
Title or Designation Managing Director
Telephone Number
Telefax Number
Email Address
Hereinafter referred to as the ‘Company’ and
Full Name of Consultant
Address
Nationality
Identity Card Number
Passport No Mr.
Title or Designation Chairman
Telephone Number
Telefax Number
Email Address
Hereinafter referred to as the ‘Consultant’
Definitions:
Agreed Services means the works, tasks, duties, assignments and functions to be
performed and undertaken by the Consultant as is specified in
Schedule 1.
Company
Confidential
Information
means any information or data, whether in oral, graphic,
written, optical, electronic, machine-readable, hard copy or any
other form, owned, possessed by, used by, or under the control of
Company, that is not generally available to the public.
Confidential Information includes, but is not limited to, the
Intellectual Property and Intellectual Property Rights of the
Company; its inventions, designs, data, source code, object code,
programs, other works of creation or authorship; its know-how,
trade secrets, trade procedures, business techniques, ideas, and
discoveries; any and all works which are created, devised or
authored by its employees which are protectable or registrable
as intellectual properties, which are Work Products, or Works
for Hire, no matter of what sort or nature; its technical,
marketing, business and banking information; the identity and
contact particulars of its Clients, Customers, Suppliers and all of its
business partners, associates, goods and services providers; its
pricing information on its products and its services; and all
information that it holds or deems to be private or confidential and
which is marked on any of its documents, works, or materials as
‘Private,’ ‘Confidential’ or ‘Private and Confidential’ [or by the use of
other similar expressions to denote privacy or confidentiality of any
such Company information].
Person shall mean a ‘natural person’ or a ‘legal person’. A ‘legal person’
shall mean any entity that is set up, formed or incorporated
pursuant to the applicable laws of a nation state, its internal
laws, any political subdivision thereof, or pursuant to
international law, international treaties or conventions.

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3. Hotel expenses To provide Receipts
4. Entertainment for business related purposes To provide Receipts
5. Any other proper or incidental expenses To provide Receipts
8. Ownership of Works and Intellectual Property Matters
8.1 Where The Consultant does any works in circumstances where intellectual
property rights under applicable laws may attach to such works, then the Consultant
hereby acknowledges and agrees that in any such events, all such works shall be treated
as Works For Hire and the legal and beneficial ownership of all such works shall be
owned exclusively by the Company.
8.2 The Consultant shall, at the request of the Company, take all such steps and
execute all such assignments, and other documents, as the Company may reasonably
require, to ensure that all Intellectual Property rights in all such works vests in and
belongs to the Company, and to do all acts, deeds and things which will enable the
registration, or protection of, the Company’s rights in all such works.
9. Third Parties engaged by the Consultant
9.1 Where any third party is engaged by the Consultant to perform any part of, or the
whole of, any works to be performed, which works are intended for the Company, the
Consultant shall cause such third party to execute the standard non-disclosure, and work
for hire agreement which is employed by the Company for such situations.
9.2 Where the Consultant has arranged for any works to be done by any third party,
The Consultant shall acquire from each such third party the necessary rights to all such
works created, written or authored by such third party for the benefit of the Company,
including the intellectual property rights in all such works, it being agreed and
understood that all such works shall be treated as works for hire and shall belong wholly
and exclusively to The Company.
9.3 The Consultant warrants and represents that any works produced by the
Consultant, or by third parties engaged by the Consultant, shall not infringe any
Intellectual Property rights of any other third party.
10. Waiver of Moral Rights
The Consultant hereby irrevocably waives any rights he may have to be identified as the
author of any copyright work produced pursuant to this Agreement under applicable
laws. The Consultant undertakes to ensure that third parties who provide works at the
direction of the Consultant shall not acquire any intellectual property rights to such
works and any right to be identified as the authors of any such works, including copyright
rights in such works.
11. Tax Matters
11.1 The Consultant hereby agrees that:
A. He is solely responsible for any and all taxes, or other contributions [including
applicable provident fund or national insurance payments] payable to tax or
other regulatory authorities which are payable by or due from the Consultant
(whether in the …………name of country…………….. or elsewhere) in relation to the
Fees and other payments paid to him by the Company pursuant to this Agreement
B. The Consultant hereby irrevocably undertakes and agrees that he shall indemnify
the Company in respect of any and all taxes, payments or other contributions
which may be for any reasons whatsoever be payable and paid by the Company on
any payment of fees made to him under this Agreement, together with any
interest or penalties which may be payable in connection therewith.
12. Termination and its Effects
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17. Nature of Relationship
The parties hereby agree that the Consultant shall be acting as an independent
contractor. Neither the Consultant [nor servants or employees of the Consultant, if any],
shall be treated as employees of the Company under the meaning or application of any
applicable employment laws, Insurance Laws, or Worker's Compensation Laws, or other
laws. The Consultant shall assume all liabilities or obligations imposed by any one or
more of those laws with respect to employees of the Consultant, if any, in the
performance of this Agreement. Nothing in this agreement shall be deemed to be
partnership, nor shall an employee-employer, or principal-agent relationship exist
between the Company and the Consultant.
18. Miscellaneous Provisions
18.1 Non-Assignment – The Consultant hereby agree that this Agreement shall be
treated as a personal agreement and shall only be performed by the Consultant. In the
premises, this agreement shall not be assigned, delegated or subcontracted by the
Consultant to any third party. Any such purported assignment, delegation or subcontract
in contravention of this provision shall be treated as being null and void.
18.2 Provisions Severable - If any provision of this Agreement is held or found by a
mediator, arbitrator or judge to be illegal, invalid or unenforceable, then such provision
shall be severed from this agreement, and the remainder of this agreement shall continue
to have full legal force and effect.
18.3 Time of Essence - Any date, time or period mentioned in any provision of this
Agreement for the doing of any deed or thing shall be treated as being of the essence.
18.4 Third Party Rights - A person who is not a Party to this agreement shall have no
right to enforce or to enjoy the benefit of any term of this Agreement.
18.5 Waivers - No failure to exercise, nor any delay in exercising, any right or remedy
under this Agreement shall operate as a waiver, unless such waiver is provided in writing
by the innocent party.
18.6 Notices and Communications - Any Notice that is to be provided by one party to
the other shall be provided in writing and hand delivered or posted by A R Mail to the
registered office of the party as is stated in the preamble to this agreement. For easy and
speedy communications, the parties hereby agree that communications shall be
conducted by email or telefax. Any and all communications between the parties shall be
conducted only in the English Language.
18.7 Company Property - All equipment, tools and products provided to the Consultant
during his engagement, including handphones, laptops, tablets, or similar items, shall be
deemed to be a loan of such property, and shall be promptly returned to the Company at
the end of the Consultants engagement.
18.8 Entire Agreement - This Agreement contains the entire agreement between the
parties and supersedes all previous agreements and understandings between the parties.
Each party hereby agrees that, in entering into this Agreement, it is not relying on any
pre-contractual statement or representation except as is expressly set forth in this
Agreement.
IN WITNESS WHEREOF this Agreement was executed as a Deed on this day.
Executed by the Company
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