Would you be kind enough to comment on this contract wording for us taking on some management consultancy, particularly with regards to ensuring the consultant is very clearly self employed. The consultant has had similar contracts running, generally without breaks, for about four years now, this new one will be for 12 months. 

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1 Parties to the agreement This contract for services is between RP Fighting Blindness (BRPS), PO Box 350, Buckingham and xxx, Management Consultant,

2 Commencement of agreement

This contract is effective from xx 2008

3 Services provided under the Agreement xx is contracted to deliver the following services to BRPS. a. .... b. ...

4 Terms of the Agreement

i. This contract will be undertaken in the period xx 2008 to xx 2008.

ii. The contact for BRPS will be xxx

iii. xx will undertake work from his home premises or elsewhere as needs determine and will be provided with access to resources at BRPS as may be needed to complete this contract.

iv. The fee for the supply of the services described will be £xx, exclusive of VAT and out-of-pocket expenses such as telephone and travel costs.

v. Travel costs and expenses associated with this contract will be reimbursed on submission of invoice and receipts. xx will be responsible for his own equipment costs and maintenance including computer and car.

vi. Payments will be made to xx on receipt of a monthly invoice on 14 day terms. Invoices will be accompanied by a brief activity report.

vii. The contract is on a self-employed basis and xx will be responsible for his own tax and National Insurance affairs.

viii. This agreement is one of good faith and may be supplemented verbally.

5 Responsibilities

i. xx is responsible overall for the delivery of this project to a quality standard that can reasonably be said to be commensurate with xxxxx

ii. BRPS will provide reasonable and appropriate resources.

iii. xx will detail activity and travel expenditure in his invoices which should be submitted monthly.

iv. BRPS will ensure timely settlement of invoice.

v. In the event that the contract period is inadequate for completion of this project xx will inform BRPS of this at the earliest opportunity, though this does not prejudice BRPS’s right to insist on completion of xxx

6 Confidentiality and IPR

i. Both parties agree to keep confidential all information passing between them and to treat information belonging to the other party in the same manner and under the same safeguards as they deal with their own confidential material.

ii. Intellectual property rights of this work are unequivocally to be assigned to BRPS except where non-original material is incorporated which is already assigned elsewhere which xx will ensure is cited in his reports.

7 Termination

i. This agreement will terminate when xxx.

ii. Termination as a result of financial failure of either party will be negotiated on an ‘as required’ basis.

iii. BRPS reserves the right to cancel the contract without notice in the event that xx fails to meet obligations under this contract to a satisfactory standard, in which case reasonable payment for output up to cancellation will be negotiated.

8 Force Majeure

i. If either party is affected by Force Majeure it will notify the other party of the nature and extent. Neither party shall be deemed to be in breach of this agreement, or otherwise be liable to the other, by reason of non-performance or of any delay in performance, to the extent that such non-performance or delay is due to any Force Majeure which has been so notified.

ii. If the Force Majeure prevails for a period in excess of one month, the parties will negotiate alternative fair and reasonable arrangements in good faith, which may include termination of this contract.

9 Signatures etc