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Client Engagement Agreement
"I need a Client Engagement Agreement for my IT consulting firm based in Ontario, focused on providing cloud migration services to enterprise clients, with specific emphasis on data protection and service level commitments."
1. Parties: Identifies and provides full legal details of the service provider and the client
2. Background: Sets out the context of the engagement and the parties' intentions
3. Definitions: Defines key terms used throughout the agreement
4. Scope of Services: Detailed description of the services to be provided
5. Term and Termination: Duration of the agreement and conditions for termination
6. Fees and Payment Terms: Compensation structure, payment schedule, and related terms
7. Obligations of the Service Provider: Responsibilities and commitments of the service provider
8. Client Responsibilities: Obligations and commitments required from the client
9. Confidentiality: Terms regarding the protection and handling of confidential information
10. Intellectual Property: Ownership and rights related to work products and existing IP
11. Data Protection and Privacy: Compliance with privacy laws and data handling procedures
12. Limitation of Liability: Extent and limitations of the service provider's liability
13. Insurance: Insurance requirements and coverage details
14. General Provisions: Standard legal provisions including governing law, notices, and amendment procedures
1. Non-Solicitation: Prevents parties from hiring each other's employees; used when significant team interaction is involved
2. Force Majeure: Addresses unforeseeable circumstances preventing performance; important for long-term engagements
3. Dispute Resolution: Specific procedures for handling disputes; useful for high-value or complex engagements
4. Service Levels: Specific performance metrics and standards; used when quantifiable service levels are required
5. Compliance with Laws: Specific regulatory compliance requirements; important for regulated industries
6. Subcontracting: Terms regarding the use of subcontractors; needed if subcontracting is contemplated
7. Change Control: Procedures for managing changes to scope or services; useful for complex or evolving engagements
1. Schedule A - Scope of Services: Detailed breakdown of services, deliverables, and timelines
2. Schedule B - Fee Schedule: Detailed pricing, payment terms, and rate cards
3. Schedule C - Service Levels: Specific performance metrics, reporting requirements, and remedies
4. Schedule D - Key Personnel: Details of key team members and their roles
5. Appendix 1 - Data Processing Agreement: Specific terms for handling personal data in compliance with privacy laws
6. Appendix 2 - Security Requirements: Technical and organizational security measures
7. Appendix 3 - Insurance Requirements: Detailed insurance coverage requirements and limits
Authors
Professional Services
Consulting
Information Technology
Financial Services
Marketing and Advertising
Legal Services
Engineering
Healthcare Services
Business Advisory
Education and Training
Management Consulting
Legal
Business Development
Sales
Client Services
Operations
Compliance
Risk Management
Contract Administration
Project Management
Account Management
Chief Executive Officer
Managing Director
Legal Counsel
Contracts Manager
Business Development Manager
Account Executive
Project Manager
Operations Director
Compliance Officer
Risk Manager
Sales Director
Client Services Manager
Department Head
Professional Services Director
Partnership Manager
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