DATED 2006

CONSULTANCY AGREEMENT

BETWEEN

ABC COMPANY LIMITED

&

(CONSULTANT)

Dated:
 CONSULTANCY AGREEMENT

Parties:
1 ‘The Client’:
2 ‘The Consultant’:
3
Recitals:
(A) The Consultant has certain skills and abilities that may be useful to the
Client from time to time.
(B) The Consultant is an independent contractor willing to provide services
to the Client as set out below.

Operative provisions:

Consultancy services
1.1 The Client ENGAGES the Consultant to provide consultancy services
to the Client relating to the management and marketing consultancy
and the Consultant AGREES to provide such services upon the terms
and conditions set out below.

2 Duration
2.1 This Agreement shall for a fixed period terminating on ………..

3 Consultant’s services
3.1 The Consultant is retained on a non-exclusive ‘when-needed’ basis to
provide the independent advisory and consulting services specified in
the Schedule to the Client as and when required at such times and at
such locations as the Client and the Consultant shall agree from time to
time.
3.2 The Consultant shall provide his services with reasonable care and skill
and to the best of his ability.

4 Fee
4.1 The Client shall pay to the Consultant a fee of ………….. per month
payable monthly on the last working day of each calendar month.

4.2 The Client shall in addition pay value added tax to the Consultant on
the fee (subject to the Consultant providing the client with a VAT
invoice).

5 Expenses
5.1 The Client shall reimburse the Consultant monthly in arrears for out of
pocket expenses reasonably incurred by him in the proper provision of
his services hereunder provided that on request the Consultant shall
provide the Client with such vouchers or other evidence of actual
payment of such expenses as the Client may reasonably require.

6 Termination
6.1 Without limitation the Client may by notice in writing immediately
terminate this Agreement if the Consultant shall:
6.1.1 be in breach of any of the terms of this Agreement which, in the case of
a breach capable of remedy, shall not have been remedied by the
Consultant within 21 days of receipt by the Consultant of a notice from
the Client specifying the breach and requiring its remedy;
6.1.2 be incompetent, guilty of gross misconduct and/or any serious or
persistent negligence in the provision of his services hereunder;
6.1.3 fail or refuse after written warning to provide the services reasonably
and properly required of him hereunder

PROVIDED ALWAYS the Client may not terminate this Agreement

solely for the Consultant’s absence through illness or injury unless
such illness or injury prevents the Consultant from providing any
services to the Client for a consecutive period of twelve weeks or for an
 aggregate period of twelve weeks in any period of 12 calendar
months.

7 Confidential information
7.1 The Consultant agrees to treat as secret and confidential and not at
any time for any reason to disclose or permit to be disclosed to any
person or otherwise make use of or permit to be made use of any
unpublished information relating to the Client’s technology, or other
know-how business plans or finances or any such information relating
to a subsidiary, supplier, customer or client of the Client where the
information was received during the period of this Agreement and upon
termination of this Agreement for whatever reason the Consultant shall
deliver up to the Client all working papers, computer disks and tapes or
other material and copies provided to or prepared by him pursuant
either to this Agreement or to any previous obligation owed to the
client.

8 Status and tax liabilities

8.1 The parties declare that it is their intention that the Consultant shall
have the status of a self-employed person and shall not be entitled to
any pension, bonus or other fringe benefits from the Client and it is
agreed that the Consultant shall be responsible for all income tax
liabilities and National Insurance or similar contributions in respect of
his fees [and the Consultant agrees to indemnify the Client against all
demands for any income tax, penalties, interest in respect of the
Consultant’s services hereunder and against its costs of dealing with
such demands].

9 Notice
9.1 Any notice required by this Agreement to be given by either party to the
other shall be in writing and shall be served by sending the same by
registered post or recorded delivery to the last known address of the
other party and any receipt issued by the postal authorities shall be
conclusive evidence of the fact and date of posting of any such notice.
10 Entire Agreement
10.1 This Agreement sets out the entire agreement of the parties and
supersedes all prior agreements and understandings relating to its
subject matter.

SCHEDULE
Management and marketing consultancy [add as appropriate].

Signed by…………………
For and on behalf of

Signed by…………………
For and on behalf of