Consultant Service Provider / Secondment Agreement

SECONDMENT AGREEMENT
Entered into between
COMPANY A
(hereinafter referred to as “Company A”)
Reg. No.:[Insert]
[Insert physical address]
And
__________________________________________ (Co. Name)
(hereinafter referred to as “Service Provider”)
Reg. no: ___________________________________________
Physical Address:___________________________________

applicable to the Secondees as an Employee of the Service Provider will remain in
effect and continue to be applicable to the Secondees.
3.4 The Secondment agreement shall not be interpreted as creating an Employment
relationship between Company A and the Secondees.
3.5 Company A relationship with the Secondees will remain that of a company and
independent contractor and as such it is agreed that the labour legislation does not
and shall not apply to this agreement.
4. COMPULSORY TIMESHEET COMPLETION AND SUBMISSION
4.1 Secondees shall submit timesheets for all hours worked on a monthly basis. Time not
accounted for and approved on the timesheets will not be paid.
4.2 Travel reimbursement shall be at a rate of [Insert rate] per kilometre calculated as
travel from Company A premises to the client.
4.3 Travel from home to the Company A offices will not be reimbursed.
4.4 Reimbursement for all reasonable business expenses incurred for or on behalf of
Company A will be subject to approval as well as documentary proof of such expenses.
5. PAYMENT
5.1 The Fees payable in terms of this agreement shall be be based on an agreed rate per
hour, per secondee based on the approved timesheets by the [Insert department
name] department.
5.2 For the duration of this agreement, the Service Provider will be entitled to elect the
payment mechanism most suitable for payment of the Service Provider’s secondees.
6. TERMINATION
6.1 Notwithstanding clause 2.1, this agreement shall be terminated by Company A with
immediate effect if:
6.1.1 The Secondees fail or neglect efficiently and diligently to carry out reasonable
instructions, or
6.1.2 Notwithstanding Clause 2.1, this agreement shall automatically terminate if the
Secondees leaves the Service Provider’s employment
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10. SIGNED at ___________________________________ on _______________day of
_______________20xx
_______________________________
COMPANY A
the signatory warranting that he is duly
authorised thereto.
Name: __________________________
Designation: _____________________
For the Service Provider
SIGNED at ___________________________________________ on _______________day
of _______________20xx
_______________________________
Service Provider
the signatory warranting that s/he is duly
authorised thereto.
Name:
___________________________
Designation: ______________________

This Mutual Non-Disclosure Agreement (Agreement) is made as of [insert date], between
Company A, incorporated under the laws of [insert country], with its principle address at [insert
address] and [ABC Proprietary Limited], incorporated under the laws of [insert country], with
its principle address at [insert client address details] (Client).
The Client wishes to engage the Firm in providing [insert description of services].
In connection with such discussions to engage the Firm, the Client and the Firm recognize
that there is a need to disclose to each other certain confidential information to be used only
for considering the engagement of the Firm, the scope and costs of services to be provided
by the Firm, confirmation by the Firm that there are no conflicts of interest or limitations in
accepting the engagement from the Client and to protect such confidential information from
unauthorised use and disclosure.
In consideration of the other party's disclosure of such confidential information, each party
agrees as follows:
1. Definitions
In this Agreement and the recitals, unless clearly inconsistent with or otherwise indicated
by the context:
1.1. Appointment means the appointment of the Firm to provide professional and/or
consulting services to the Client, as the case may be.
1.2. Confidential Information means any technical or business information disclosed by
one party to the other party that: (i) if disclosed in writing, is marked ‘confidential’ or
‘proprietary’ at the time of such disclosure; (ii) if disclosed orally, is identified as
‘confidential’ or ‘proprietary’ at the time of such disclosure, and is summarized in a
writing sent by the Disclosing Party to the Receiving Party within thirty (30) days after
any such disclosure; or (iii) under the circumstances, a person exercising reasonable
business judgment would understand to be confidential or proprietary.
Confidential Information will not include information that: (i) is now or thereafter
becomes generally known or available to the public, through no act or omission on
the part of the Receiving Party; (ii) was known by the Receiving Party prior to
receiving such information from the Disclosing Party and without restriction as to use
or disclosure; (iii) is rightfully acquired by the Receiving Party from a third party who
has the right to disclose it and who provides it without restriction as to use or
disclosure; or (iv) is independently developed by the Receiving Party without access
to any Confidential Information of the Disclosing Party.
1.3. Disclosing Party means a Party that discloses Confidential Information to the
Receiving Party.
1.4. Receiving Party means a Party that receives Confidential Information in terms of this
Agreement.
2. Obligations of the Parties. Each party agrees: (i) to maintain the other party's
Confidential Information in strict confidence; (ii) not to disclose such Confidential
Information to any third parties; and (iii) not to use any such Confidential Information for

executive officer of the Receiving Party will certify, in a written statement provided to the
Disclosing Party, that all such copies have been permanently erased or destroyed.
6. No Creation of Ownership Interests. All Confidential Information remains the sole and
exclusive property of the Disclosing Party. Each party acknowledges and agrees that
nothing in this Agreement will be construed as granting any rights to the Receiving Party,
by license or otherwise, in or to any Confidential Information of the Disclosing Party, or
any patent, copyright or other intellectual property or proprietary rights of the Disclosing
Party, except as specified in this Agreement or as otherwise agreed by between the
parties.
7. Remedies, Injunction, Etc. Each party acknowledges that the unauthorized use or
disclosure of the Disclosing Party’s Confidential Information would cause the Disclosing
Party to incur irreparable harm and significant damages, the degree of which may be
difficult to ascertain. Accordingly, each party agrees that the Disclosing Party will have the
right to obtain immediate equitable relief to enjoin any unauthorized use or disclosure of
its Confidential Information, in addition to any other rights and remedies that it may have
at law or otherwise.
8. Applicable Law and Dispute Resolution. This Agreement shall be governed by and
construed in accordance with the laws of South Africa.
9. Entire Agreement. This Agreement is the complete and exclusive statement regarding
the subject matter of this Agreement and supersedes all prior agreements, understandings
and communications, oral or written, between the parties regarding the subject matter of
this Agreement.
10. Assignment. Neither party may assign this Agreement, in whole or in part, without the
other party’s prior written consent, and any attempted assignment without such consent
will be null and void.
11. Term of the Agreement. The obligations of this Agreement will continue to apply to all
trade secrets disclosed hereunder for so long as they remain trade secrets or are otherwise
protected by applicable law, regulation or legal process, and to all other Confidential
Information for two years after the date of the last disclosure of Confidential Information
hereunder, at which time this Agreement will terminate.
12. Counterparts: This agreement may be executed in one or more counterparts, each of
which will be deemed to be an original of this Agreement, and all of which when taken
together, shall be deemed to constitute one and the same agreement.This document is a partial preview. Full document download can be found on Flevy:

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Consultant Service Provider / Secondment Agreement