This time and materials consulting agreement template has 9 pages and is a MS Word file type listed under our consultant & contractors documents.
Sample of our time and materials consulting agreement template:
TIME AND MATERIALS CONSULTING AGREEMENT This Time and Materials Consulting Agreement (the "Agreement") is effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the "Company"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] [SERVICE PROVIDER] (the "Service Provider"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] TERMS AND CONDITIONS Definitions As used in this Agreement: "Customer" means the customer described on the cover sheet. "Data" means representations of information or of concepts that are being prepared or have been prepared in a form suitable for use in a computer system; "Deliverable" means those Services to be provided to Customer by Company and those Products to be delivered to Customer by Company under this Agreement. "Company" means [SPECIFY]. "Product" the Functional Requirements Study for Customer's proposed [COMPANY NAME] solution as described in Schedule [SPECIFY] hereto, including the documents and the business model for Customer's proposed solution and all other materials and other items produced hereunder or necessary to complete the same. "Project" means the consulting Services that are to be performed by Company on behalf of Customer as described in Exhibit [SPECIFY] hereto. "Customer Rates" means the rates for Services as described in Exhibit [SPECIFY] hereto. "Effective Date" means the date this Agreement is duly executed by both parties. "Services" means the development and other services to be provided by Company to Customer hereunder. "Software" means Data representing instructions or statements that, when executed in a computer system, causes the computer system to perform a function such as logic, control, arithmetic, deletion, storage and retrieval and communication or telecommunication to, from or within a computer system. ENGAGEMENT Subject to the terms and conditions contained herein, Customer has engaged Company to undertake to complete the Project. COMPENSATION Customer Rates. Customer shall pay Company the Customer Rate for each hour worked by employees or agents of Company in connection with the Project. The Customer Rates shall remain valid and in effect for the duration of this Agreement. However, the total professional fees required to complete and deliver the Deliverables to Customer shall not, in any circumstances, exceed [AMOUNT] [COUNTRY] unless otherwise agreed in writing by Customer. Expenses. Customer shall reimburse Company for reasonable out-of-pocket expenses incurred by [COMPANY NAME] in connection with the performance of the Project at cost plus [PERCENTAGE %]. Such out-of-pocket expenses shall be for work performed in connection with the Project at Customer premises. Out-of-pocket expenses shall not exceed [AMOUNT] [COUNTRY] room and board expenses per Consultant, per room night and [AMOUNT] [COUNTRY] per return flight, without prior consent of Customer. Total expenses for the duration of this Agreement are not to exceed [AMOUNT] [COUNTRY], without prior written consent of Customer. FACILITIES Customer shall provide suitable office accommodations, including use of a telephone, for employees or agents of [COMPANY NAME] engaged in the execution of work at Customer's premises. STAFFING Company warrants that it has the appropriate abilities and skills to complete the Project and that its professional abilities conform to generally accepted industry standards. Company will use reasonable endeavours to ensure that the Project is scheduled and completed in accordance with the agreed Statement of Work attached hereto. Company will use reasonable efforts to maintain staff continuity throughout the Project. Company may not replace any employee assigned to the Project without prior notice to the Customer. The new employee shall be competent and have the appropriate skills and abilities to complete the Project in accordance with the agreed Statement of Work. APPROVAL OF WORK Company and Customer shall agree in writing upon a schedule for the completion of the Project. From the date of signature of this Agreement Company shall, every [NUMBER] weeks, send Customer a detailed statement summarizing the work performed to date in connection with the Project and the work remaining to complete the Project. Customer reserves the right to refuse any work not in accordance with the agreed Statement of Work and Company will make the necessary corrections at their own expense and Customer may withhold payment on the invoice. Company' sole obligation for the warranty set out herein will be to correct any non-conformance in the Deliverables. Company shall have no liability to the Customer for any loss, damage, costs, expenses or other claims for compensation arising from any instructions supplied by the Customer which are incomplete, incorrect, inaccurate, illegible, out of sequence or in the wrong form or arising from their late arrival or non-arrival or any other fault of the Customer. PAYMENTS Company shall invoice Customer monthly in arrears for all work performed in connection with the Project. Company shall invoice Customer monthly in arrears for all out-of-pocket expenses incurred in connection with the Project. Proof of expenses for the particular expense shall accompany all invoices for out-of-pocket expenses. Subject to Customer's approval of the work accomplished and the invoice, pursuant to Sections 6 and 7(b) hereof, payment from Customer shall be due within [NUMBER] days of date of invoice. Such Customer approval not to be unreasonably withheld. Customer shall pay interest charges of [PERCENTAGE %] percent per year, i.e. [PERCENTAGE %] percent per month or part thereof for all late payments. CONFIDENTIAL INFORMATION Company and Customer shall be bound by the terms and conditions of the Non Disclosure agreement concluded between them and dated [EFFECTIVE DATE] (the "NDA"). TERM This Agreement shall continue until the completion of the Project within the scheduled delay, unless sooner terminated as provided herein. TERMINATION Customer may, at its sole discretion terminate this Agreement upon giving [NUMBER] days notice to Company. Company may terminate this Agreement on [NUMBER] days notice if Customer fails to pay any past-due invoices, unless payment is genuinely withheld pursuant to Section [NUMBER] hereof. Upon such notice being given, Company shall cease to provide Services regarding the Project and prepare a final invoice and detailed statement regarding the work performed. If this Agreement is terminated, Customer shall pay Company all sums payable for work performed and expenses incurred prior to termination. Upon termination of this Agreement, Company shall return to Customer all information regarding Customer obtained or developed and paid in full, in the course of this Agreement, with all working documents, materials, Software designs, system and program flow-charts, file layouts, source and object code listings, computer programs, work completed, work in progress and data, regardless of storage media, related to the Project. NO JOINT VENTURE In making and performing this Agreement, Company and Customer act and shall act at all times as independent contractors and nothing contained in this Agreement shall be construed or implied to create an agency, partnership or employer and employee relationship between Company and Customer. NON-HIRING OF EMPLOYEES Neither party shall hire or otherwise engage the employees or agents of the other party directly connected to the Project during the term of this Agreement and for [NUMBER] months thereafter. SURVIVAL Paragraphs [SPECIFY NUMBERS], shall survive termination of this Agreement. ASSIGNMENT
