Interim Management Services

AGREEMENT

Relating to

Interim Management Services

Provided by

Name of Interim Company

for

Name of Client

Agreement

1. Definitions and Interpretation

1. The Company providing Interim Management Services is Name of Company and is referred to as “the Company” in this document
2. The registered address of the Company is:XXX.
3. The Client is Name of Client and is referred to as “the Client” in this document
4. The registered address of the Client is:XXX.
5. The Interim Manager delivering the services on behalf of the Company is: XXX.
6. The Company reserves the right to substitute
7. Details of the Assignment are documented in the Assignment Schedule.
   

1. Nature of Engagement
   
2. The Client undertakes to engage the Company for the work outlined in the Assignment Schedule and to pay the agreed fee within the agreed time frame.
3. The Company undertakes to deliver the assignment outcomes within the terms of the Assignment Schedule as far as is practical and until the outcomes are reached or the time agreed has been reached.
4. The Client has no further obligation to extend, continue or renew a contract for services offered by the Company. Nor does the Company have any obligation to accept further work from the Client.
5. The agreement between the Company and the Client is not exclusive. The Company may provide services to other third parties so long as those services do not conflict with the terms of this Agreement.
6. Neither the Company nor the Client intend to create any employer/employee relationship with the other party.
7. In the event of the Interim Manager being unable to provide all the agreed services, the Company reserves the right to recommend a suitable subsititute with agreement from the Client. The Company is responsible for paying the substitute. The resulting services are invoiced to the Client in line with the Assignment Schedule.
8. As an Independent professional, the Interim Manager will have their own autonomy over their method of work. Their obligations to receive reasonable direction from the Client are limited to those necessary to undertake the terms of this agreement.
   
9. Service provider status of the Interim Manager
   
10. The Company is a limited company registered in the UK number 00000000
11. The Company is apersonal services provider.
12. The Interim Manager is a direct employee of the Company and as such operates out scope of IR35 and the Agency Workers Regulations.
13. If the Interim Manager is required to adopt temporarily the status of Director or ‘Officer’, either with Companies House registration or not, that would only be for the purposes of fulfilling a strictly finite interim assignment. It is intended that this temporary poition shouldnot be considered to be an ‘Office’ as referenced withinsection 49 of the Income Tax Earnings and Pensions Act 2003 by viirtue of the assignment clearly having no permanent or successive existence.
14. No mutuality of obligation exists outside this agreement between the Company and the Client.
    

1. Fee and expenses(to be negotiated and agreed between the Client and the Company)
   
2. The Client agrees to pay the Company the sum of £000 per day
3. The Client agrees to pay out of pocket expenses for
   
4. Travel
5. Accommodation
6. Subsistence
   
7. The Client agrees to reimburse any other costs authorised by and incurred on behalf of the Client by the Company in accordance with the terms of payment agreed.
   
8. Invoicing and terms of payment
   
9. The Company will submit invoices with supporting documentation for days workedand expenses claimed.
10. Invoicing intervals will be Monthly/Weekly.
11. All invoices, including expenses claims will be paid within 14 / 21 / 28 working days of Invoice date.
12. Payment can be made by Bank Transfer according to the details on each invoice.
13. Late or delayed payment of the Company’s invoices may incur interest surcharge ofXX% e.g. 2.5%
14. The Company reserves the right to suspend the provision of services to the Client in the case of continued late or delayed payment of invoices.
    
15. Intellectual Property
    
16. Generic solutions, models, designs and pre-existing works created by the Company for the Client are available to the Client without condition.
17. The Intellectual property of the solutions models and designs remains with the Company notwithistanding 6 (c).
18. Any specific designs which are unique and central to the Client’s business may be considered as confidential and not to be releasedre-used or published without the specific permission of the Client.
19. All pre-existing client materials which may attract Copywright should be identified clearly to the Company and the level of confidentiality and sensitivity should be indicated.
    
20. Warranties and Indemnity
    
21. The Company holds the following
    
22. Professional Indemnity Insurance £X,000,000
23. Product Liability Insurance £X,000,000
24. Public Liability Insurance£X,000,000
    
25. Confidentiality
    
26. The details of this agreement are confidential
27. The details of the assignment and any inside information passed to the Company by the Client remain confidential
28. The Company may request permission from the Client to publish references or case studies that would be published in accordance with any conditions requested by the Client.
    
29. Termination and Notice period
    
30. Notice will be in accordance with the Assignment Schedule
31. The contract will run for duration set out in the Assignment Scheduleunless terminated by mutual agreement.
    

1. Endorsements and references
   
2. The Client undertakes to provide endorsements and references to the Company on completion or when appropriate and agreed by both parties.
3. The Company agrees to use the endorsements and references with due respect for the Client confidentiality.
   
4. Law and Jurisdiction
   
5. This Contract has been signed and agreed under the Laws of England and Wales.

Signed by the Client Name Date

Signature ……………………………… ……………………………………. ………………

Or

Signature 1……………………………… ……………………………………. ………………

Signature 2……………………………… ……………………………………. ………………

Signed by the Company Name Date

Signature ……………………………… ……………………………………. ………………

The AssignmentSchedule

Relating to Interim Management Services

Provided byName of Interim Company
forName of Client

1. Objective

1. Scope and accountability

1. Delivery locations

1. Resources and facilities

1. Time frames

1. Fees

1. Expenses

1. Noticeand termination

1. Assumptions

• The Interim Manager has right of access to the Clients building, network and data as appropriate to the assignment.
• The Interim Manager can provide his or her own computer equipment where is is compatible with the Client security requirements, otherwise the Client undertakes to provide adequate equipment.

1. Constraints

1. Reporting requirements

1. Additonal comments

Signed by the Client Name Date

Signature ……………………………… ……………………………………. ………………

Signed by the Company Name Date

Signature ……………………………… ……………………………………. ………………

ABOUT THIS TEMPLATE [delete this section]

Contract template copyright © Institute of Interim Management (IIM) 2013. Licensed for use by IIM members with all right reserved. Contract validated by Qdos Consulting Limited and Institute of Interim Management (IIM) on an ‘as is’ basis without legal liability. v2013-05

Contract template copyright © Institute of Interim Management (IIM) 2013. Licensed for use by IIM members with all rights reserved. Contract validated by Qdos Consulting Limited and Institute of Interim Management (IIM) an ‘as is’ basis without legal liability. v2013-05