"Sample Contract Template - National Center on Program Management and Fiscal Operations"

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Strategic Use of Consultants:
An Interactive Guide for
Head Start and Early Head Start Leaders
Creating Strong Contracts
Sample Contract
Programs should always have a legal expert review their contract to ensure legal compliance.
THIS AGREEMENT is effective as of _______ [date], by and between
________________________, hereafter referred to as “Company, and ____________
[Consultant], hereafter referred to as “Consultant.”
Term
Company will retain Consultant, and Consultant will accept such retention, commencing as of
the effective date of this Agreement and continuing through midnight of _______ [date] or until
termination of this Agreement as provided below.
Tip:
Begin with your goals and objectives for the consulting work.
Scope of Services
Consultant will provide expertise to deliver successful outcomes for the following objectives
(EXAMPLES):
* To enhance skills in reflective supervision for the supervisory staff
* To improve communication between all levels of staff
* To assist the program’s management team in revising communication systems
Consultant will provide technical assistance and training and facilitate meetings as necessary.
Consultant will provide an action plan to accomplish the outlined objectives with timelines prior
to implementation of the plan. Implementation of the plan will begin after the approval by the
Company.
Consultant agrees to be available on a basis to be mutually agreed upon, but no more than
_____ hours or days under this agreement. Services shall include telephone time; on-site
consulting at Company or elsewhere; review of written documents and data; and/or preparation
of written documents.
Tip:
Succinctly specify the services to be provided by the consultant. An addendum, with the work
plan or scope of work, can provide additional detail on the services to be provided and timelines
for completion.
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Strategic Use of Consultants:
An Interactive Guide for
Head Start and Early Head Start Leaders
Creating Strong Contracts
Sample Contract
Programs should always have a legal expert review their contract to ensure legal compliance.
THIS AGREEMENT is effective as of _______ [date], by and between
________________________, hereafter referred to as “Company, and ____________
[Consultant], hereafter referred to as “Consultant.”
Term
Company will retain Consultant, and Consultant will accept such retention, commencing as of
the effective date of this Agreement and continuing through midnight of _______ [date] or until
termination of this Agreement as provided below.
Tip:
Begin with your goals and objectives for the consulting work.
Scope of Services
Consultant will provide expertise to deliver successful outcomes for the following objectives
(EXAMPLES):
* To enhance skills in reflective supervision for the supervisory staff
* To improve communication between all levels of staff
* To assist the program’s management team in revising communication systems
Consultant will provide technical assistance and training and facilitate meetings as necessary.
Consultant will provide an action plan to accomplish the outlined objectives with timelines prior
to implementation of the plan. Implementation of the plan will begin after the approval by the
Company.
Consultant agrees to be available on a basis to be mutually agreed upon, but no more than
_____ hours or days under this agreement. Services shall include telephone time; on-site
consulting at Company or elsewhere; review of written documents and data; and/or preparation
of written documents.
Tip:
Succinctly specify the services to be provided by the consultant. An addendum, with the work
plan or scope of work, can provide additional detail on the services to be provided and timelines
for completion.
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Compensation
Company will pay Consultant a fee of $______ per hour/ day for the consulting services
requested and performed under this Agreement. Total hours/days of services will not exceed
______ hours/days under this agreement. Consultant invoices detailing the services rendered
pursuant to this Agreement should be sent to [Contact] at Company, and payments will be made
within thirty (30) days of [Contact's] receipt of such invoices. In addition, Company will
reimburse Consultant for her reasonable expenses approved in advance by Company.
The Hourly Compensation Rate does not include expenses. Company shall reimburse
Consultant for all reasonable living and transportation expenses incurred in response to
requests by Company for Consultant to travel. Reimbursement shall be made directly to
Consultant within 30 days of receipt by Company of a request from Consultant for
reimbursement, with original receipts of all expenses submitted.
Tip:
Specify the pre-negotiated hourly rate (or other method of payment), and include a “not to
exceed” limit on hours worked and total payment amount.
No Conflict of Interest
Consultant acknowledges that no prior or existing relationships exist that would prevent
Consultant from entering into and fulfilling all obligations under this Consulting Agreement.
Consultant shall not disclose to Company any information, suggestion, product, product
development, or process with respect to which Consultant is under any actual or implied duty to
any third party to keep secret or to advise, suggest, or develop such information; and nothing in
this Agreement shall impose an obligation on Consultant to act contrary to any such actual or
implied duty to others. Company shall be free to use all information that is disclosed by
Consultant to Company without any further obligation to Consultant.
Tip:
“No conflict of interest” language is particularly important when the consultant may work for
another organization, including a potential competitor.
Confidential Information
Company shall disclose confidential information to Consultant directly or indirectly, with or
without notice of its confidential nature. Accordingly, Consultant agrees to hold all information
disclosed to Consultant by Company in confidence and neither disclose the same to others nor
use the same for any purpose without the written permission of Company. Upon request,
Consultant will return to Company all written information supplied to Consultant by Company or
generated by Consultant on behalf of Company, including all copies thereof.
Consultant agrees that all technical information, including any reports, relating to the field
developed by Consultant in connection with services under this Agreement shall be the property
of Company and subject to the confidentiality and nonuse provisions set forth herein.
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Consultant will follow program confidentiality policies concerning information about children,
families, and other staff members, as specified in 45 CFR 1304.52(i)(1)(ii).
Tip:
Discuss this policy with your consultant to clarify ownership of any materials developed. For
example, if you have hired a consultant to develop a video, be sure the materials are
copyrighted by your organization and include your logo.
Code of Conduct
Consultant will follow Company’s code of ethical and professional conduct. Consultant’s failure
to follow the code of professional ethics will result in immediate termination of this agreement
and notification to appropriate sources, as necessary.
Other Provisions
In performing Services for Company pursuant to this Agreement, Consultant shall be acting in
the capacity of an independent contractor to Company and not as an employee of Company or
any of its subsidiaries. Accordingly, although Company shall specify the general nature of the
work to be performed and the goals to be met, the details of performing such work and meeting
such goals shall be determined by Consultant.
Tip:
Be sure to include a clause that states that the consultant is not an employee.
Consultant is an independent contractor and is not an employee or agent of Company.
Consultant shall not be entitled to any benefits or compensation from Company except as set
forth in this Agreement, and shall in no event be entitled to any fringe benefits payable to
employees of Company. Consultant will be responsible for taxes.
Tip:
Clarify that consultants do not receive company fringe benefits.
The term of this Agreement shall be _____ months from the Effective Date, unless terminated
earlier or extended longer as may be mutually agreed upon by the parties in writing. Some
provisions of this Agreement, including provisions of confidentiality, shall survive termination of
the Agreement.
Any amendment or modification to this Agreement shall be valid only if in writing and signed by
both parties.
Either party may terminate this Agreement for any reason upon not less than 30 days prior
written notice delivered to the other.
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Tip:
An “early termination” clause allows for either party to terminate the agreement with written
notice.
This Agreement will be governed by the laws and policies of the Company. Any dispute arising
under this Agreement that the parties cannot resolve by good faith discussion and negotiation
shall be decided by binding arbitration and conducted according to the rules and guidelines of
the Company policy.
Agreement to this consulting contract is indicated by the signatures below:
Consultant Name: _________________ Company Director: __________________________
Social Security #: __________________ Company Name: ____________________________
Consultant Address: ________________ Company Address: __________________________
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