New Jersey consulting service contract template

New Jersey Consulting Services Contract

This New Jersey Consulting Services Contract (the “Agreement”) is made and entered into as of this [Date] by and between:

[Consultant Legal Name], with a business address at [Consultant Business Address] (the “Consultant”), and

[Client Legal Name], with a business address at [Client Business Address] (the “Client”).

Consultant Contact Details: [Consultant Contact Name], [Consultant Contact Phone Number], [Consultant Contact Email]

Client Contact Details: [Client Contact Name], [Client Contact Phone Number], [Client Contact Email]

1. Scope of Services

The Consultant agrees to provide the following consulting services to the Client (the “Services”): [Detailed Description of Services, Statement of Work, Deliverables, Milestones, and Specific Business Objectives tailored to the Client's Industry and Regulatory Environment in New Jersey].

Option A: Specific Deliverables: The Consultant will deliver the following specific deliverables: [List of Deliverables].

Option B: Ongoing Services: The Consultant will provide ongoing services as described in the Statement of Work attached as Exhibit A.

2. Project Timeline

The Services shall commence on [Start Date] and shall be completed by [Completion Date].

Option A: Fixed Timeline: The project timeline is fixed and any changes must be mutually agreed upon in writing.

Option B: Flexible Timeline: The project timeline is subject to change based on project needs and mutual agreement.

3. Location of Services

The Services shall be performed [Select One: On-site at Client’s Premises, At Consultant’s Office, Remotely].

Option A: On-site: If performed on-site, the Client will provide the Consultant with reasonable workspace and access to necessary resources.

Option B: Remote: If performed remotely, the Consultant will be responsible for providing their own workspace and resources.

4. Fees and Payment

The Client shall pay the Consultant for the Services as follows:

Option A: Fixed Fee: A fixed fee of [Dollar Amount], payable as follows: [Payment Schedule].

Option B: Hourly Rate: An hourly rate of [Dollar Amount] per hour.

Option C: Retainer: A monthly retainer of [Dollar Amount], plus [Hourly Rate] for work exceeding [Number] hours per month.

Option D: Performance-Based: [Description of Performance-Based Fee Structure].

Invoices will be submitted [Frequency, e.g., Monthly] and are due within [Number] days of receipt. The Client is responsible for any applicable New Jersey sales/use tax. Late payments will accrue interest at the statutory rate in New Jersey.

5. Client Responsibilities

The Client shall provide the Consultant with all necessary information, materials, and access required to perform the Services. The Client will designate a point of contact, [Name of Contact], to assist the Consultant.

Option A: Dedicated Resources: The Client will provide dedicated resources as outlined in Exhibit B.

Option B: As-Needed Basis: The Client will provide resources on an as-needed basis, subject to reasonable notice.

6. Intellectual Property

[Choose one of the following options:]

Option A: Client Ownership: All intellectual property rights in the work product created under this Agreement shall be owned by the Client. The Consultant hereby assigns all such rights to the Client.

Option B: Consultant Ownership: All intellectual property rights in the work product created under this Agreement shall be owned by the Consultant. The Client shall have a [Type of License, e.g., perpetual, non-exclusive] license to use the work product for [Specific Purpose].

Option C: Joint Ownership: All intellectual property rights in the work product created under this Agreement shall be jointly owned by the Client and the Consultant.

7. Confidentiality

Both parties agree to hold confidential all information received from the other party that is designated as confidential. This obligation shall survive termination of this Agreement for a period of [Number] years. Disclosures required by law are exempt.

Option A: Specific Carve-Outs: The following information shall not be considered confidential: [List of Exceptions].

Option B: Return of Information: Upon termination, each party shall return or destroy all confidential information of the other party.

8. Data Protection

The Consultant will comply with all applicable New Jersey privacy laws and data breach notification requirements in the handling of any personally identifiable information of the Client or its customers.

9. Non-Competition/Non-Solicitation (Optional)

[Choose one of the following options:]

Option A: No Restriction: There is no non-competition or non-solicitation restriction under this agreement.

Option B: Restriction Included: During the term of this Agreement and for a period of [Number] years thereafter, the Consultant shall not, within [Geographic Area], engage in any business that competes with the Client’s business, nor shall the Consultant solicit any of the Client’s employees or customers. This restriction is limited to the extent enforceable under New Jersey law.

10. Independent Contractor Status

The Consultant is an independent contractor and is not an employee, partner, or agent of the Client. The Consultant is responsible for all applicable federal and New Jersey state taxes, insurance, and statutory benefits.

Option A: Specific Clarifications: The Consultant shall not be entitled to any employee benefits from the Client.

Option B: Client Acknowledgement: The Client acknowledges the independent contractor status of the Consultant, understanding New Jersey's ABC test for employee classification.

11. Acceptance of Deliverables

The Client shall have [Number] days to review and accept or reject any deliverables provided by the Consultant. If the Client rejects a deliverable, the Consultant shall have [Number] days to cure the defects.

12. Limitation of Liability

The Consultant’s liability under this Agreement shall be limited to the amount of fees paid by the Client to the Consultant under this Agreement. In no event shall the Consultant be liable for any indirect, incidental, or consequential damages, including loss of profit. These limitations are to the extent allowable under New Jersey contract law.

13. Insurance

The Consultant shall maintain professional liability insurance (Errors and Omissions) with a minimum coverage of [Dollar Amount]. The Consultant shall provide proof of insurance upon request.

14. Force Majeure

Neither party shall be liable for any failure to perform its obligations under this Agreement due to any cause beyond its reasonable control, including but not limited to acts of God, war, or government regulation as defined under New Jersey law.

15. Amendments and Waivers

Any amendment or waiver of any provision of this Agreement must be in writing and signed by both parties.

16. Assignment

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

17. Termination

Option A: For Cause: This Agreement may be terminated by either party for cause upon written notice of a material breach by the other party, which remains uncured for [Number] days after notice.

Option B: For Convenience: This Agreement may be terminated by either party for convenience upon [Number] days written notice.

Upon termination, the Client shall pay the Consultant for all Services performed up to the date of termination.

18. Dispute Resolution

Any dispute arising out of or relating to this Agreement shall be resolved through good-faith negotiation. If negotiation fails, the parties agree to consider mediation before resorting to litigation. Any litigation shall be brought in the state or federal courts located in New Jersey.

19. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of New Jersey, without regard to its conflict of laws principles.

20. Entire Agreement

This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements and understandings, whether written or oral.

21. Notices

All notices under this Agreement shall be in writing and shall be deemed to have been duly given when delivered personally, sent by registered courier, or sent by electronic mail.

22. Compliance

Both parties warrant that they will comply with all applicable New Jersey and federal laws and regulations. Both parties shall obtain and maintain all licenses, permits, and certifications needed for lawful operation in New Jersey.

23. Severability

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

24. Survival

The provisions of Sections 6 (Intellectual Property), 7 (Confidentiality), 8 (Data Protection), 12 (Limitation of Liability), and 19 (Governing Law) shall survive termination of this Agreement.

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

[Consultant Legal Name]

By: [Consultant Signature]

Name: [Consultant Printed Name]

Title: [Consultant Title]

[Client Legal Name]

By: [Client Signature]

Name: [Client Printed Name]

Title: [Client Title]