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IT Consulting Services Agreement Template for England and Wales

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Key Requirements PROMPT example:

IT Consulting Services Agreement

"I need an IT Consulting Services Agreement for my software development company to provide digital transformation consulting services to a major retail client, including data migration and system integration, with service delivery starting March 2025."

Document background
The IT Consulting Services Agreement is essential for businesses engaging external IT expertise in England and Wales. This agreement defines the commercial and legal relationship between IT consultants and their clients, covering crucial elements such as service delivery, intellectual property rights, data protection, and confidentiality. It's designed to protect both parties' interests while ensuring compliance with UK legislation, including GDPR and employment laws. The document is particularly relevant for digital transformation projects, system implementations, and strategic IT advisory services.
Suggested Sections

1. Parties: Identification of contracting parties and their registered addresses

2. Background: Context of the agreement and high-level objectives

3. Definitions: Key terms used throughout the agreement

4. Services: Detailed description of IT consulting services to be provided

5. Fees and Payment: Payment terms, rates, and invoicing procedures

6. Term and Termination: Duration of agreement and termination provisions

7. Intellectual Property Rights: Ownership and usage rights of deliverables and existing IP

8. Confidentiality: Protection of confidential information

9. Data Protection: Compliance with data protection laws and regulations

Optional Sections

1. Service Levels: Performance metrics and standards - include for complex or ongoing services

2. Change Control: Process for managing changes to services - include for long-term or complex projects

3. Non-Solicitation: Restrictions on hiring other party's staff - include when protecting against staff poaching

4. Insurance: Required insurance coverage - include for high-value or high-risk services

Suggested Schedules

1. Schedule 1 - Services Description: Detailed scope of services and deliverables

2. Schedule 2 - Charges: Detailed pricing structure and payment terms

3. Schedule 3 - Service Levels: Detailed performance metrics and measurement criteria

4. Schedule 4 - Data Processing Agreement: Detailed data protection obligations and procedures

5. Schedule 5 - Key Personnel: List of key staff involved in service delivery

Authors

Alex Denne

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

Relevant legal definitions






























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Industries

UK General Data Protection Regulation (UK GDPR): Core data protection legislation in the UK post-Brexit, governing how personal data must be processed, stored and protected

Data Protection Act 2018: The UK's implementation of data protection laws, working alongside UK GDPR to regulate personal data processing

Privacy and Electronic Communications Regulations (PECR): Specific rules for electronic communications, including electronic marketing and use of cookies

Copyright, Designs and Patents Act 1988: Primary legislation protecting intellectual property rights in software, documentation and other creative works

Trade Marks Act 1994: Legislation governing the protection and use of trademarks in business operations

Patents Act 1977: Law governing the protection of inventions and technical innovations

Employment Rights Act 1996: Legislation defining employment rights, relevant when determining consultant vs employee status

IR35 Legislation: Tax legislation affecting consultants working through intermediaries, determining employment status for tax purposes

Agency Workers Regulations 2010: Regulations protecting rights of temporary workers, may be relevant for consulting arrangements

Contracts (Rights of Third Parties) Act 1999: Legislation governing how third parties may enforce terms of a contract

Unfair Contract Terms Act 1977: Controls the use of exclusion and limitation clauses in contracts

Consumer Rights Act 2015: Protects consumer rights in B2C contracts, may be relevant if consulting services involve end consumers

Electronic Commerce (EC Directive) Regulations 2002: Regulations governing electronic commerce and online business activities

Electronic Communications Act 2000: Legislation providing legal framework for electronic signatures and electronic commerce

Computer Misuse Act 1990: Criminal law dealing with unauthorized access to computer systems and cybercrime

Network and Information Systems Regulations 2018: Legislation ensuring security of network and information systems, particularly for essential services

Trade Secrets (Enforcement, etc.) Regulations 2018: Regulations protecting confidential business information and trade secrets

Competition Act 1998: Legislation preventing anti-competitive practices and abuse of dominant market positions

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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