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An Exclusive Consulting Agreement is essential when establishing a dedicated consulting relationship where the consultant agrees to provide services exclusively to one client within specified parameters. This document, governed by Belgian law, is particularly crucial for high-value or strategic consulting arrangements where the client requires dedicated attention and wants to ensure the consultant cannot work with competitors. It addresses key aspects such as scope of services, exclusivity terms, compensation, intellectual property rights, and confidentiality while ensuring compliance with Belgian legal requirements regarding independent contractor status and competition law. The agreement is commonly used for long-term strategic partnerships, specialized technical consulting, or when protecting competitive advantage is paramount.

1. Parties: Identification of the consultant and the client, including full legal names, registration numbers, and registered addresses

2. Background: Context of the agreement, brief description of the client's business, and consultant's expertise

3. Definitions: Key terms used throughout the agreement, including 'Services', 'Deliverables', 'Intellectual Property', etc.

4. Appointment and Scope: Terms of appointment, exclusivity provisions, and detailed scope of consulting services

5. Term and Exclusivity: Duration of the agreement and specific terms of the exclusive relationship

6. Consultant's Obligations: Detailed responsibilities, performance standards, and delivery requirements

7. Client's Obligations: Client's responsibilities, including provision of information and cooperation

8. Fees and Payment: Compensation structure, payment terms, expenses, and invoicing procedures

9. Independent Contractor Status: Clear statement of independent contractor relationship and tax/social security implications

10. Intellectual Property: Ownership and usage rights of pre-existing and created IP during the engagement

11. Confidentiality: Protection of confidential information and trade secrets

12. Data Protection: GDPR compliance and data processing obligations

13. Liability and Indemnification: Limitation of liability and indemnification provisions

14. Termination: Grounds for termination, notice periods, and consequences of termination

15. Post-Termination Obligations: Continuing obligations after agreement ends

16. General Provisions: Standard clauses including notices, amendments, force majeure, etc.

17. Governing Law and Jurisdiction: Belgian law as governing law and jurisdiction for disputes