I will draft tech consulting agreement and professional services contract
Licensed US Attorney: Software Contracts, Technology Licensing, IP Transfers
About this Gig
Providing technology advisory, cloud architecture, cybersecurity, or IT implementation services without a formal contract exposes consultants to disputed deliverables, unpaid invoices, and unfair liability.
I am a licensed US Attorney. I draft comprehensive Technology Consulting Agreements and Professional Services Agreements (PSA) engineered to structure your client engagements, secure your fees, and insulate your business from liability.
Key Provisions Included:
- Scope of Work & Retainers: Clear definitions of billable advisory hours, monthly retainer thresholds, and out-of-scope rate cards.
- Pre-Existing IP & Tool Reservation: Ensuring you retain total ownership of your internal frameworks, scripts, templates, and methodologies.
- Client Dependencies & Delays: Contractual clauses protecting you from penalty when projects stall due to delayed client inputs.
- Non-Solicitation Protections: Enforceable terms preventing clients from poaching your engineers or sub-contractors.
- Liability Limitations: Strict caps on damages tied to total fees paid, preventing catastrophic claims over downtime or third-party outages.
Set clear client expectations and get paid on time. Choose a p
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FAQ
How does this agreement protect my pre-existing scripts and methodologies?
It includes a distinct "Background IP" reservation clause. The client owns the custom end-deliverable or report, but you retain 100% ownership over your reusable tools, code snippets, and know-how.
Does this contract include protection against client poaching?
Yes. The Standard and Premium tiers include restrictive non-solicitation covenants preventing clients from hiring your employees or subcontractors for a specified period (e.g., 12 to 24 months).
How does the agreement handle client-caused project delays?
It establishes clear client dependency milestones. If a project is delayed because the client fails to provide access or feedback, you are not held in breach and retain scheduled payments.
Is this agreement compliant with independent contractor classifications?
Yes. The agreement contains explicit independent contractor recitals designed to reinforce non-employee status under US common law and modern state tests (like California’s AB 5).
What is included in the Master Consulting Suite (Premium)?
It includes a Master Services Agreement (MSA), a reusable Statement of Work (SOW) template, a Pre-existing IP Schedule, a Mutual Non-Disclosure Agreement (NDA), and Non-Solicitation terms.
What happens if a client refuses to pay an invoice?
The agreement features strict late-fee interest terms, suspension-of-services rights, and attorney’s fees recovery provisions for debt collection.
