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Client Engagement Agreement
"I need a Client Engagement Agreement for my IT consulting firm based in Manila, providing cloud migration services to a large retail company, with the engagement starting March 1, 2025, including data privacy provisions and specific service level requirements."
1. Parties: Identifies and provides full details of the service provider and the client
2. Background: Contextualizes the agreement and outlines 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 Timeline: Duration of the engagement and key milestones
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: Provisions for handling confidential information
10. Data Privacy and Protection: Compliance with the Data Privacy Act and data handling procedures
11. Intellectual Property Rights: Ownership and usage rights of work products and pre-existing IP
12. Termination: Conditions and procedures for ending the engagement
13. Limitation of Liability: Scope and limits of service provider's liability
14. Governing Law and Jurisdiction: Specifies Philippine law governance and dispute resolution procedures
15. General Provisions: Standard boilerplate clauses including severability, entire agreement, etc.
1. Non-Compete: Restrictions on competitive activities, used when sensitive industry knowledge is involved
2. Force Majeure: Provisions for unforeseen circumstances, particularly relevant in long-term engagements
3. Insurance: Insurance requirements, typically included for high-risk or regulated services
4. Anti-Corruption and Compliance: Additional compliance terms, necessary for government-related work or regulated industries
5. Assignment and Subcontracting: Terms for transferring rights or involving third parties, relevant for complex service arrangements
6. Warranties and Representations: Specific guarantees about service quality or capabilities, used in specialized professional services
7. Change Control: Procedures for modifying scope or terms, important for long-term or complex engagements
1. Schedule A - Scope of Services: Detailed breakdown of services, deliverables, and specifications
2. Schedule B - Fee Schedule: Detailed pricing, payment terms, and any rate cards
3. Schedule C - Service Levels: Performance metrics and service standards
4. Schedule D - Key Personnel: List of key team members and their roles
5. Appendix 1 - Data Processing Terms: Detailed data handling and privacy protection procedures
6. Appendix 2 - Required Forms and Documentation: Standard forms, reporting templates, or regulatory documentation
7. Appendix 3 - Client Policies: Relevant client policies that the service provider must comply with
Authors
Professional Services
Management Consulting
Information Technology
Financial Services
Legal Services
Engineering Services
Business Process Outsourcing
Healthcare Services
Marketing and Advertising
Education and Training
Real Estate Services
Environmental Consulting
Human Resources
Legal
Compliance
Business Development
Operations
Finance
Human Resources
Risk Management
Client Relations
Professional Services
Project Management
Account Management
Procurement
Administration
Chief Executive Officer
Managing Director
Legal Counsel
Contracts Manager
Business Development Manager
Project Manager
Account Executive
Operations Director
Compliance Officer
Risk Manager
Professional Services Director
Client Relations Manager
Finance Director
Human Resources Director
Department Head
Practice Leader
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