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Exclusive Contractor Agreement for Australia

Exclusive Contractor Agreement Template for Australia

This document is an Exclusive Contractor Agreement governed by Australian law, designed to establish and regulate an exclusive independent contractor relationship between a principal company and a contractor. It complies with Australian federal and state legislation, including the Independent Contractors Act 2006 (Cth) and relevant employment and competition laws. The agreement sets out comprehensive terms for exclusive service provision, including scope of work, payment terms, intellectual property rights, confidentiality obligations, and termination provisions, while maintaining the contractor's independent status within Australian legal parameters.

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What is a Exclusive Contractor Agreement?

This Exclusive Contractor Agreement is designed for use when a company requires the dedicated and exclusive services of an independent contractor in Australia. The document establishes a commercial relationship where the contractor agrees to provide services exclusively to the principal company, typically in situations requiring specialized skills, ongoing commitment, or handling of sensitive information. It includes comprehensive provisions addressing service scope, exclusivity terms, intellectual property rights, confidentiality, and compliance with Australian legislation, particularly the Independent Contractors Act 2006 (Cth) and relevant state laws. This agreement is particularly suitable when the principal company seeks to secure dedicated contractor services while maintaining the contractor's independent status rather than creating an employment relationship.

What sections should be included in a Exclusive Contractor Agreement?

1. Parties: Identifies and provides full details of the contracting parties

2. Background: Sets out the context and purpose of the agreement

3. Definitions and Interpretation: Defines key terms and establishes interpretation principles

4. Engagement and Scope: Establishes the exclusive contractor relationship and defines the scope of services

5. Term and Renewal: Specifies the duration of the agreement and any renewal provisions

6. Contractor Obligations: Details the contractor's duties, responsibilities, and performance standards

7. Company Obligations: Outlines the company's responsibilities and commitments

8. Exclusivity Provisions: Details the exclusive nature of the relationship and any restrictions on working with competitors

9. Fees and Payment Terms: Specifies compensation, payment schedule, and expense arrangements

10. Intellectual Property Rights: Addresses ownership and usage of intellectual property created during the engagement

11. Confidentiality: Protects confidential information and trade secrets

12. Insurance and Liability: Sets out insurance requirements and liability limitations

13. Termination: Specifies circumstances and procedures for ending the agreement

14. Post-Termination Obligations: Outlines obligations that survive after the agreement ends

15. General Provisions: Includes standard boilerplate clauses such as notices, governing law, and dispute resolution

What sections are optional to include in a Exclusive Contractor Agreement?

1. Equipment and Resources: Include when the contractor needs specific equipment or resources to perform services

2. Subcontracting: Include if the contractor may need to engage subcontractors

3. Performance Metrics: Include when specific performance measures or KPIs are required

4. Training Requirements: Include when specific training or certifications are necessary

5. Work Health and Safety: Include detailed WHS provisions for high-risk industries

6. Data Protection: Include when the contractor will handle personal or sensitive data

7. Non-Solicitation: Include to prevent poaching of clients or employees

8. Force Majeure: Include for long-term contracts or when service continuity is critical

9. Change Control: Include when scope or services may need to change during the term

10. Audit Rights: Include when compliance monitoring or financial auditing is necessary

What schedules should be included in a Exclusive Contractor Agreement?

1. Schedule 1 - Services Description: Detailed description of services to be provided

2. Schedule 2 - Fee Schedule: Detailed breakdown of fees, rates, and payment terms

3. Schedule 3 - Service Levels: Performance standards and service level requirements

4. Schedule 4 - Key Personnel: Details of key individuals involved in service delivery

5. Schedule 5 - Approved Subcontractors: List of pre-approved subcontractors if applicable

6. Schedule 6 - Company Policies: Relevant company policies the contractor must comply with

7. Appendix A - Insurance Requirements: Detailed insurance requirements and minimum coverage

8. Appendix B - Confidential Information: Specific details of confidential information and handling requirements

9. Appendix C - Equipment List: List of any equipment provided or required

10. Appendix D - Compliance Requirements: Specific regulatory or compliance requirements

Authors

Alex Denne

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

Jurisdiction

Australia

Publisher

Ƶ

Sector

Cost

Free to use
Relevant legal definitions








































Clauses



































Relevant Industries

Information Technology

Professional Services

Construction

Engineering

Healthcare

Creative Industries

Management Consulting

Financial Services

Mining and Resources

Education and Training

Manufacturing

Research and Development

Digital Media

Telecommunications

Relevant Teams

Legal

Human Resources

Procurement

Operations

Finance

Risk and Compliance

Commercial

Project Management Office

Business Development

Executive Leadership

Relevant Roles

Chief Executive Officer

Managing Director

Legal Counsel

HR Director

Procurement Manager

Project Manager

Operations Manager

Department Head

Business Unit Manager

Contract Administrator

Risk Manager

Compliance Officer

Finance Director

Commercial Manager

Industries










Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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