Louisiana consulting service contract template

Louisiana Consulting Services Agreement

This Louisiana Consulting Services Agreement (the "Agreement") is made and effective as of [Date], by and between:

[Consultant Legal Name], a [Consultant Entity Type, e.g., Louisiana Limited Liability Company], with its principal place of business at [Consultant Address], hereinafter referred to as "Consultant,"

and

[Client Legal Name], a [Client Entity Type, e.g., Louisiana Corporation], with its principal place of business at [Client Address], hereinafter referred to as "Client."

WHEREAS, Client desires to engage Consultant to provide certain consulting services; and

WHEREAS, Consultant desires to provide such consulting services to Client.

NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties agree as follows:

1. Services

The Consultant shall provide the following consulting services to Client: [Detailed Description of Consulting Services, including specific deliverables, methods, scope of work, and project milestones].

Option A: The Consultant shall provide the consulting services according to the project timeline attached as Exhibit A.

Option B: The Consultant will perform the services remotely, unless on-site work is required by the Client.

Option C: The Consultant will provide [Frequency, e.g., weekly] progress reports to the Client, including updates on milestones, potential issues, and recommendations.

2. Location of Services

The services will be performed primarily at [Location(s) where services will be rendered, including on-site or remote].

Option A: On-site services will be subject to Client’s safety and security policies, which will be provided to Consultant prior to commencement of services.

Option B: Any travel expenses incurred by Consultant will be reimbursed by Client, subject to prior written approval.

3. Consultant’s Responsibilities

Consultant shall perform the services in a professional and workmanlike manner, using qualified personnel. Consultant warrants they possess and will maintain all licenses, permits and regulatory registrations applicable to perform services in Louisiana.

Option A: Consultant shall comply with all applicable Louisiana laws, rules, and regulations.

Option B: Consultant shall maintain professional liability insurance in the amount of [Dollar Amount].

4. Client’s Responsibilities

Client shall provide Consultant with timely access to all information, resources, and personnel reasonably necessary for Consultant to perform the services.

Option A: Client shall designate a primary point of contact for Consultant, [Name and Title].

Option B: Client shall provide Consultant with access to its facilities as needed, subject to reasonable advance notice.

5. Fees and Payment

Client shall pay Consultant for the services as follows: [Detailed Service Fee Structure, including fixed fees, retainer, or hourly rates, payment milestones, invoicing procedures, and applicable Louisiana sales/use tax considerations].

Option A: Consultant shall submit invoices to Client [Frequency, e.g., monthly].

Option B: Client shall pay invoices within [Number] days of receipt.

Option C: Late payments shall accrue interest at a rate of [Percentage]% per month, or the maximum rate permitted by Louisiana law, whichever is lower.

Payment Method: [List preferred payment methods, e.g., Check payable to [Payee Name], wire transfer to [Bank Name]].

6. Acceptance

Client shall have [Number] days from delivery of each deliverable to review and accept or reject it.

Option A: Rejection must be in writing and must specify the reasons for rejection.

Option B: If Client does not provide written acceptance or rejection within the specified timeframe, the deliverable shall be deemed accepted.

7. Intellectual Property

All intellectual property rights in the work product created by Consultant shall be owned by [Client/Consultant/Shared]. If owned by client, it will be considered a “work for hire” as per Louisiana law.

Option A: Consultant grants Client a perpetual, non-exclusive license to use the work product for its internal business purposes.

Option B: Consultant shall have the right to display the work product in its portfolio, subject to Client's confidentiality obligations.

8. Confidentiality

Both parties agree to hold each other’s confidential information in confidence. The obligations of confidentiality survive termination of this Agreement.

Option A: Confidential information includes [List of specific types of confidential information].

Option B: The duration of confidentiality shall be [Number] years from the date of disclosure.

Option C: Consultant shall comply with all applicable Louisiana privacy laws regarding Client data.

9. Insurance

Consultant shall maintain, at its own expense, the following insurance coverage: [List required insurance coverage, including professional liability, general liability, and workers' compensation, including minimum coverage amounts and any additional insured endorsements required].

Option A: Consultant shall provide Client with certificates of insurance upon request.

10. Subcontractors

Consultant may subcontract portions of the services, subject to Client's prior written approval.

Option A: Consultant shall ensure that all subcontractors comply with the terms of this Agreement.

Option B: Consultant shall be responsible for the acts and omissions of its subcontractors.

11. Conflict of Interest

Consultant warrants that it has no conflict of interest that would prevent it from performing the services.

Option A: Consultant shall promptly notify Client of any potential conflict of interest that may arise.

12. Term and Termination

This Agreement shall commence on the Effective Date and shall continue for a term of [Number] [Days/Months/Years].

Option A: Either party may terminate this Agreement upon [Number] days written notice.

Option B: Client may terminate this Agreement immediately for cause, including material breach of this Agreement by Consultant.

Option C: Upon termination, Consultant shall deliver all work product to Client and Client shall pay Consultant for all services performed up to the date of termination.

13. Limitation of Liability

To the fullest extent permitted by Louisiana law, neither party shall be liable to the other for any consequential, indirect, incidental, special, exemplary, or punitive damages.

Option A: Consultant’s liability shall be limited to the amount of fees paid by Client under this Agreement.

14. Indemnification

To the extent permitted by Louisiana law, Consultant shall indemnify and hold harmless Client from any claims, damages, or expenses arising out of Consultant’s negligence or willful misconduct.

Option A: Client shall indemnify and hold harmless Consultant from any claims, damages, or expenses arising out of Client's provision of inaccurate or incomplete information.

15. Dispute Resolution

Any dispute arising out of or relating to this Agreement shall be resolved through [Negotiation, Mediation, or Arbitration] in [City, Louisiana].

Option A: If the parties are unable to resolve the dispute through [Negotiation, Mediation], the dispute shall be submitted to binding arbitration in accordance with the rules of the American Arbitration Association.

Option B: The exclusive venue and jurisdiction for any litigation relating to this agreement shall be the state and federal courts located in [Parish Name], Louisiana.

16. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of Louisiana.

17. Compliance with Laws

Consultant shall comply with all applicable federal, state, and local laws and regulations.

Option A: Consultant represents that it is properly classified as an independent contractor under Louisiana law.

Option B: Consultant shall comply with all applicable Louisiana anti-discrimination laws.

18. Force Majeure

Neither party shall be liable for any delay or failure to perform its obligations under this Agreement due to causes beyond its reasonable control, including, but not limited to, acts of God, war, terrorism, hurricanes, floods, or other natural disasters.

19. Notices

All notices under this Agreement shall be in writing and shall be deemed to have been duly given when delivered personally, sent by certified mail, return receipt requested, or sent by reputable overnight courier service to the addresses set forth above.

Option A: Notices may also be sent by email, with confirmation of receipt required.

20. Assignment

Neither party may assign this Agreement without the prior written consent of the other party.

21. Entire Agreement

This Agreement constitutes the entire agreement between the parties and supersedes all prior or contemporaneous communications and proposals, whether oral or written. No modification to this agreement is valid unless in writing and signed by both parties.

22. Severability

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.

[Consultant Legal Name]

By: [Consultant Authorized Representative Name]

Title: [Consultant Title]

Date: [Date]

[Client Legal Name]

By: [Client Authorized Representative Name]

Title: [Client Title]

Date: [Date]