Consultancy Agreement

What Are the Key Terms Included in Consultant Contract?

Agreement for Consultant are essential for an independent consultant to have an accurate record of their specified tasks performed at a particular time. What is a Contract of consultant? What is the format of a Contract of consultant in India? Let us learn in detail.

An Agreement for Consultant is a document created between a consultant and a client to retain their specific tasks at a particular time frame. Further, it also states the rate of compensation the consultant is obligated to receive. The agreement for consultant should contain all the key terms, even though they are complex. Let us learn the basic terms that should be included in the agreement and also go through a sample of the agreement. 

Key Terms to Be Included in an Agreement for Consultant

The Agreement for Consultant comes with some important terms like all other agreements. Moreover, While creating an Agreement for Consultant, these terms should be mandatorily and included in the document. They are as follows:

Scope of work

The scope of work is the first and most important term to be included in an agreement for consultant. Under this term, the duties, obligations, and services the consultant performs are detailed. Further, as per the same, the consultant can rightfully decide whether to perform the tasks.

Term

Secondly, the agreement for consultant should include the duration of services required by the company’s consultant. This way, the company can ensure their liability period over the consultant. 

Payment terms

Another important term that should be included in the agreement for consultant is payment terms. The document should cover the initial amount of compensation that is to be given to the consultant. Further, it should specify when the consultant will receive payment and the mode of payment. Moreover, in case of any additional expense cover option, the company should include the same in the document.

Confidentiality 

Confidentiality is a very important term that should be included in the agreement for consultant. The consultant of a company is expected to keep important information about the company confidential and ensure they are not to be leaked under any circumstances. An exception is given to the information already known to the public. 

Termination

Termination is the final and most critical term that should be included in the agreement for consultant. The term termination states that either of the parties can terminate the agreement and the notice period when needed. 

Thus, these key terms should be included in an agreement for consultant.

Format for the Agreement for Consultancy in India

Like all the other countries, India has a specified format for the agreement for consultant. Furthermore, this is a sample of a Contract of consultant in India:

The agreement for consultancy is made and consolidated this day ————- of ———– 2016 and will be effective between:

——————- son of ————– aged —————– years and residing at ————– is hereafter referred to as consultant

And,

——-, a company established under the laws of India and has a registered office at ————, is hereafter referred to as a company

 

Furthermore, the consultant and the company will be referred to as a party or parties together. 

  1. The business of ———– that is active desires to get hold of and the consultant has agreed to provide consultancy and advisory services. 
  2. Further, the agreement consists of terms and conditions that apply to the consultant’s provisions of consultancy agreement

Therefore, with the mutual agreement between both parties, the parties agree as follows:

Services 

The consultant agrees to offer specified consultancy and advisory services to the company as per the terms included in this agreement. The services include advisory, mentorship, and strategic advice for the growth of the company and help in assisting the company in developing business strategy and —————. 

Term

The agreement shall come into effect from ————- and is valid for ———–months unless either of the parties decides to terminate the same. 

Payment terms

By considering the services provided by the consultant, they shall be allotted and issued ———– equity shares with a face value of Rs ———– each. Furthermore, the consultant acknowledges that the advisory equity is sufficient as per the services provided by them. Further, there shall be no additional monetary payment made by the company. Moreover, the consideration of payment will include all taxes applicable under the law. 

Intellectual property rights

The company will have sole intellectual property rights upon the creation of the deliverables. Further, the consultant has to irrevocably and perpetually assign transfers and convey the same to the company. However, suppose the deliverables are created outside the agreement or based on pre-existing material. In that case, the consultant has the rights over the same except for the limited rights granted by the company.

Confidentiality

Per the agreement, each party can receive confidential information from the other party. Further, the receiving party has to ensure that they don’t disclose the disclosing party’s information. Confidential information includes information not in the public domain and information identified as confidential at the time of the disclosure. Moreover, information is manifested as confidential. The confidential information shall not include the following:

  1. Available before the public.
  2. Rightfully received by the receiving party without any obligations of confidentiality.
  3. Lawfully received by the receiving party other than disclosing party.
  4. The receiving party independently develops information. 

The confidentiality obligation in the agreement for consultant is valid for three years, irrespective of the Termination of the same. 

Warranty and Disclaimers

The consultant warrants that the company has the rights and authority to enter into this agreement and has no conflict of interest. Further, the consultant disclaims that the company waives all the conditions and guarantees the same in oral or written statements. 

Termination

Either party can terminate the agreement for consultant by issuing a written notice to the other party ——– days in advance. After that, the consultant is not liable to refund the amount from the advisory equity. Further, they are not obliged to transfer advisory equity to the company upon earlier Termination. The Termination of the agreement is not based on a breach or default. 

Nature of relationship

The company hires the consultant as an independent contractor to offer services per this agreement’s terms. But that does not mean that the consultant is the company’s employee, worker, agent, or partner. Neither will there be a joint venture between the parties. 

Limitation of Liability

Under no circumstances shall the consultant be liable to the company in case of loss of goodwill, business, profits, revenue, increased costs, or wasted expenditure. Further, the maximum amount the company can recover from the consultant can be, at most, the value of the services performed under the agreement. 

Force Majeure

Neither party is responsible for delays or performance failures resulting from natural calamities like acts of civil or military authority, fire, flood, strikes, wars, epidemics, etc. The party experiencing the force majeure must promptly inform another party and promptly re-commence their performance. 

Non-exclusivity

The services provided by the consultant as per the agreement are not exclusive to the company, and the consultant has the right to enter into similar contracts without the knowledge and consent of a third party. 

Delivery by electronic means

As per the agreement, signed and delivered by electronic means shall be treated in all respects. Further, it shall have a legally binding effect similar to the original.

Entire agreement

The agreement supersedes all the prior agreements between the parties concerning the subject matter. 

Severability

If any provision of this agreement is invalid, the other provisions shall continue in full force and effect.

Governing law and dispute resolution

The agreement shall be interpreted as per the substantive laws of the Republic of Indiaexclusive of choice of law provisions. Further, any dispute under this agreement shall have sole and exclusive jurisdiction of competent courts in ————-. 

In the witness of the parties, the agreement has been executed. This agreement will be effective from:

Consultant

Name:

Address:

Date:

For the company

Name:

Title:

Date

 

Conclusion

Overall, this is a sample of the agreement for consultant in India. Further, the mentioned above are the key terms that should be included in the agreement. If you wish to create an agreement in the most hassle-free manner, get in touch with Vakilsearch. Our experts can help you with the whole process.

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