Memorandum of Understanding (Consulting Services Agreement (Company))
This Memorandum of Understanding: Consulting Services Agreement (Company) (“MOU”) is designed to be signed as a preliminary non-binding heads of terms document between a consultant which is a company and its client. (If the Consultant is a self-employed individual, it should instead use the accompanying template, the Memorandum of Understanding: Consulting Services Agreement (Self-Employed Consultant)).
This MOU would then be followed by a binding detailed, definitive Consulting Services Agreement under which the consultant agrees to provide consulting services to a business client.
The data protection provisions in this document have been updated with reference to the UK GDPR.
Using an MOU such as this should help prevent misunderstandings. It should also aid the process of focusing on and agreeing all of the important legal and commercial points that need to be dealt with by the definitive, binding, Consulting Services Agreement which is to follow the MOU.
This MOU template contains numerous optional clauses (and alternative provisions within those clauses) from which you can select as appropriate. This detailed menu of heads of terms can serve as a convenient checklist to assist you to identify, negotiate and record in the MOU all of the points that should be covered by the parties in a full agreement. Once both parties have agreed and signed the MOU, you can pass it to your legal advisers as your instructions to them. Their task of drafting a definitive binding Consulting Services Agreement should be quicker and easier if they have such a detailed MOU to work from, and hopefully that will be reflected in lower legal fees.
Before using this template, we recommend that you read the Guidance Notes on Heads of Terms, Memoranda of Understanding, Letters of Intent and Term Sheets in this subfolder. Those notes deal with a number of important general issues relating to all Memoranda of Understanding, Heads of Terms, Letters of Intent, Term Sheets and similar pre-contract documents.
This MOU is also included in the Consultancy (Company) Agreements subfolder, alongside fully drafted template agreements for use when a consultancy company is providing consulting services.
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