{{company_name}}
{{company_address}}
Phone: {{phone}} | Email: {{email}} | Web: {{website}}
Time and Materials Consulting Agreement
Time and Materials Consulting Agreement
{{company_name}}
{{company_address}}
Phone: {{phone}}
Email: {{email}}
Website: {{website}}
TIME AND MATERIALS CONSULTING AGREEMENT
This Time and Materials Consulting Agreement (the "Agreement") is entered into on this {{day}} day of {{month}}, {{year}} (the "Effective Date"), by and between:
{{client_company_name}}, a company duly incorporated under the laws of {{client_company_jurisdiction}}, with its principal place of business at {{client_company_address}} (hereinafter referred to as the "Client");
AND
{{consultant_company_name}}, a company duly incorporated under the laws of {{consultant_company_jurisdiction}}, with its principal place of business at {{consultant_company_address}} (hereinafter referred to as the "Consultant").
Hereinafter, the Client and the Consultant are individually referred to as a “Party” and collectively as the “Parties”.
1. SCOPE OF SERVICES
1.1 The Client hereby engages the Consultant, and the Consultant hereby agrees to provide consulting services (the "Services") as more fully described in Schedule A attached hereto and incorporated by reference.
1.2 The Services shall be performed at {{location_of_services}} or remotely as agreed upon by both Parties.
1.3 Any changes or additions to the scope of Services must be agreed upon in writing by both Parties.
2. TERM AND TERMINATION
2.1 This Agreement shall commence on the Effective Date and shall continue until the completion of the Services, unless terminated earlier in accordance with the provisions of this Agreement.
2.2 Either Party may terminate this Agreement upon providing {{notice_period}} days' written notice to the other Party.
2.3 Either Party may terminate this Agreement immediately upon written notice if the other Party commits a material breach of this Agreement and fails to remedy such breach within {{cure_period}} days of receiving written notice thereof.
3. FEES AND PAYMENT
3.1 The Client shall pay the Consultant for the Services rendered on a time and materials basis.
3.2 The Consultant's hourly rate shall be {{hourly_rate}} per hour.
3.3 The Consultant shall be reimbursed for all reasonable and pre-approved out-of-pocket expenses incurred in the performance of the Services. Such expenses shall include, but not be limited to, {{types_of_expenses_to_be_reimbursed}}.
3.4 The Consultant shall submit itemized invoices to the Client on a {{invoicing_frequency}} basis detailing the hours worked and materials used. Each invoice shall be paid by the Client within {{payment_terms_days}} days of receipt.
3.5 All payments shall be made in {{currency}}.
4. CONFIDENTIALITY
4.1 Both Parties acknowledge that during the course of this Agreement, they may have access to confidential and proprietary information of the other Party. Both Parties agree to keep all such information confidential and not to disclose it to any third party without the prior written consent of the disclosing Party.
4.2 This confidentiality obligation shall survive the termination of this Agreement for a period of {{confidentiality_period}} years.
5. INTELLECTUAL PROPERTY
5.1 All intellectual property rights in any work product created by the Consultant in the course of providing the Services shall belong to {{client_or_consultant}}.
5.2 The Consultant grants the Client a {{license_type}} license to use any intellectual property created during the performance of the Services for the Client's business purposes.
6. INDEMNIFICATION
6.1 The Consultant shall indemnify and hold harmless the Client from and against any and all claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or in connection with any breach of this Agreement by the Consultant or the Consultant's negligence or wilful misconduct.
6.2 The Client shall indemnify and hold harmless the Consultant from and against any and all claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or in connection with any breach of this Agreement by the Client or the Client's negligence or wilful misconduct.
7. GOVERNING LAW AND DISPUTE RESOLUTION
7.1 This Agreement shall be governed by and construed in accordance with the laws of {{governing_jurisdiction}}.
7.2 Any dispute arising out of or in connection with this Agreement shall be submitted to mediation in accordance with the rules of {{mediation_body}}. If the dispute is not resolved through mediation within {{mediation_period}} days, it shall be referred to and finally resolved by arbitration in accordance with the rules of {{arbitration_body}}.
8. ENTIRE AGREEMENT
8.1 This Agreement constitutes the entire understanding and agreement between the Parties with respect to the subject matter hereof and supersedes all prior agreements, understandings, and negotiations, whether oral or written.
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date.
FOR THE CLIENT:
_____________________________
Name: {{client_signatory_name}}
Title: {{client_signatory_title}}
FOR THE CONSULTANT:
_____________________________
Name: {{consultant_signatory_name}}
Title: {{consultant_signatory_title}}
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