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Generic Consulting Agreement Template for India

A comprehensive legal agreement governed by Indian law that establishes and regulates the professional relationship between a consultant (either individual or firm) and their client. This agreement outlines the scope of consulting services, payment terms, confidentiality obligations, intellectual property rights, and other essential terms and conditions in accordance with Indian contractual law. It includes provisions for compliance with Indian taxation requirements, data protection regulations, and relevant industry-specific standards while providing clear guidelines for service delivery, dispute resolution, and termination procedures.

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What is a Generic Consulting Agreement?

The Generic Consulting Agreement serves as a fundamental legal framework for establishing professional consulting relationships in India. This document is essential when engaging external expertise for business advisory, technical consultation, or professional services. It ensures compliance with Indian contract law while protecting both parties' interests through clear definition of services, deliverables, payment terms, and confidentiality requirements. The agreement is designed to accommodate various consulting arrangements, from short-term projects to ongoing advisory relationships, and includes necessary provisions for intellectual property protection, liability limitation, and dispute resolution under Indian jurisdiction. This versatile agreement can be customized for different sectors while maintaining compliance with Indian legal requirements, including GST regulations and data protection laws.

What sections should be included in a Generic Consulting Agreement?

1. Parties: Identifies and provides full details of the consulting firm/individual and the client company

2. Background: Explains the context of the agreement and the parties' intentions

3. Definitions: Defines key terms used throughout the agreement to ensure clarity and prevent misinterpretation

4. Scope of Services: Detailed description of the consulting 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 Consultant: Key responsibilities and commitments of the consultant

8. Obligations of the Client: Key responsibilities and commitments of the client

9. Confidentiality: Terms regarding protection and non-disclosure of confidential information

10. Intellectual Property Rights: Ownership and rights regarding work products and pre-existing IP

11. Representations and Warranties: Statements of fact and promises made by both parties

12. Indemnification: Protection against third-party claims and damages

13. Limitation of Liability: Caps and restrictions on liability of both parties

14. Force Majeure: Provisions for unforeseen circumstances preventing performance

15. Governing Law and Jurisdiction: Specifies Indian law as governing law and jurisdiction for disputes

16. Notices: Process and addresses for official communications

17. General Provisions: Standard boilerplate clauses including severability, entire agreement, and amendments

What sections are optional to include in a Generic Consulting Agreement?

1. Non-Compete: Restrictions on consultant's ability to work with competitors (use when protecting market position is crucial)

2. Non-Solicitation: Prevents poaching of employees/clients (use when there's significant exposure to internal resources)

3. Insurance: Requirements for professional liability insurance (use for high-risk or regulated industries)

4. Data Protection: Specific provisions for handling personal data (use when processing sensitive personal information)

5. Compliance with Anti-Corruption Laws: Specific anti-corruption provisions (use when working with government or regulated sectors)

6. Performance Metrics: Specific KPIs and performance standards (use when deliverables are quantifiable)

7. Subcontracting: Terms for engaging subcontractors (use when subcontracting might be needed)

8. Exit Provisions: Detailed transition arrangements (use for long-term or complex engagements)

What schedules should be included in a Generic Consulting Agreement?

1. Schedule A - Scope of Services: Detailed breakdown of services, deliverables, and timelines

2. Schedule B - Fee Structure: Detailed fee calculations, rates, and payment milestones

3. Schedule C - Service Levels: Specific performance standards and metrics

4. Schedule D - Key Personnel: List of key team members and their roles

5. Appendix 1 - Confidential Information: Specific items designated as confidential

6. Appendix 2 - Compliance Requirements: Specific regulatory or compliance requirements

7. Appendix 3 - Required Reports: Ƶ and formats for required reporting

8. Appendix 4 - Contact Details: Detailed contact information for key stakeholders

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents

Jurisdiction

India

Publisher

Ƶ

Cost

Free to use

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