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Contract Templates

Professional contract templates for Panther & Cub, based on documented business practices and NSW, Australia law.


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Overview

This directory contains six contract templates covering all business scenarios. Each template is written in clear, plain language while maintaining legal enforceability, and all terms are extracted directly from your business documentation.


Available Templates

1. Non-Disclosure Agreement (NDA)

File: nda.md

When to use: Before discovery calls or discussions where sensitive information will be shared.

Key features:

  • Mutual confidentiality protection
  • 2-year confidentiality period
  • Suitable for pre-contract discussions
  • Quick and straightforward

Best for: New prospects, vendor relationships, partnership discussions


2. Master Services Agreement (MSA) + Statement of Work (SOW)

Files: master-services-agreement.md + statement-of-work-template.md

When to use: Clients you expect to work with repeatedly on multiple projects.

How it works:

  • Sign MSA once (covers all general terms)
  • For each project, create a simple SOW (2-3 pages with specifics)
  • SOWs reference the MSA for all legal terms

Best for:

  • Ongoing client relationships
  • Clients with multiple projects
  • Retainer clients who also do project work
  • Situations where you want to streamline contract signing for future work

Advantages:

  • Negotiate comprehensive terms once
  • Future projects require minimal paperwork
  • Faster turnaround on new projects
  • Consistent terms across all projects

3. Project Agreement (Standalone)

File: project-agreement.md

When to use: One-off clients or when you need a complete contract quickly.

Key features:

  • Everything in one document (no separate MSA needed)
  • Complete legal protections
  • Project-specific scope, timeline, and pricing
  • 30-day post-launch support
  • 2-3 revision rounds per milestone

Best for:

  • Single projects with no expectation of future work
  • Clients who want everything in one contract
  • Quick turnaround situations
  • Simple, straightforward engagements

4. Retainer Agreement

File: retainer-agreement.md

When to use: Ongoing monthly service engagements.

Key features:

  • Month-to-month terms (or committed initial term)
  • 30-day cancellation notice
  • Monthly billing in advance
  • Priority support and dedicated team
  • Flexible service allocation (hours or deliverables)

Best for:

  • Ad management
  • Ongoing development
  • Digital marketing
  • Multi-service engagements
  • Clients needing continuous support

5. Consultation Agreement

File: consultation-agreement.md

When to use: Audits, strategy sessions, and advisory services.

Key features:

  • Fixed fee pricing
  • 50/50 payment structure (or 100% upfront)
  • Clear deliverables (report, presentation, recommendations)
  • 30-day follow-up support
  • No implementation obligation

Best for:

  • E-commerce audits
  • Marketing audits
  • Technical audits
  • SEO audits
  • Strategy sessions
  • Migration readiness assessments

How to Use These Templates

Step 1: Choose the Right Template

Decision tree:

  1. Is this a pre-contract discussion?

    • Yes → Use NDA first
    • No → Continue to #2
  2. What type of engagement?

    • Audit/Strategy → Use Consultation Agreement
    • Monthly services → Use Retainer Agreement
    • One-time project → Continue to #3
  3. One-time project - expect future work?

    • Yes, multiple projects likely → Use MSA + SOW
    • No, probably one-and-done → Use Project Agreement

Step 2: Fill in the Blanks

Each template has clearly marked fields in [SQUARE BRACKETS]:

Every template needs:

  • [CLIENT LEGAL NAME]
  • [CLIENT ABN/ACN]
  • [CLIENT ADDRESS]
  • [CLIENT EMAIL]
  • [DATE]
  • [YOUR ABN] (add your ABN once you have it)
  • [YOUR NAME]
  • [YOUR TITLE]

Project/service-specific:

  • [PROJECT NAME]
  • [PROJECT FEE] / [AMOUNT]
  • [START DATE] / [COMPLETION DATE]
  • [CURRENCY] (AUD or USD)
  • [DELIVERABLES] (list what you're providing)
  • [MILESTONES] (with dates and payment percentages)

Do a find-and-replace for common fields, then manually fill project specifics.

Step 3: Customize the Scope

The templates have placeholder sections you need to complete:

  • Section 2 in most contracts: List specific services and deliverables
  • Client Responsibilities: Specify what access/materials you need
  • Timeline: Add actual dates and milestones
  • Payment Schedule: Confirm amounts and trigger points

Step 4: Review and Remove Optional Sections

Some sections are marked as optional or have [IF APPLICABLE] notes. Remove sections that don't apply to your specific engagement.

Step 5: Convert to PDF

Options for conversion:

  • Markdown to PDF converters: pandoc, Marked 2, or online tools
  • Copy into Word/Google Docs: Preserve formatting, then export to PDF
  • Contract management software: Copy text into DocuSign, PandaDoc, etc.

Step 6: Send for Signature

  • Email PDF to client
  • Use electronic signature platform (DocuSign, HelloSign, PandaDoc)
  • Both parties sign and date
  • Keep executed copy in secure storage

Payment Terms Summary

For quick reference when filling out contracts:

Project-Based

Standard:

  • 30% deposit to begin
  • 40% at mid-point milestone
  • 30% upon completion

Large projects (>$50K):

  • 25% at kickoff
  • 25% at 25% completion
  • 25% at 75% completion
  • 25% upon completion

Invoice terms: Net 7 days

Retainer

  • Billed monthly in advance
  • Due 1st of month
  • 30-day cancellation notice
  • Invoice terms: Net 7 days

Consultation

Standard:

  • 50% deposit upon execution
  • 50% upon report delivery

Alternative:

  • 100% upfront for smaller engagements

Invoice terms: Net 7 days


Key Business Terms

These terms are baked into all contracts based on your documentation:

Intellectual Property

  • Client owns all custom work upon full payment
  • You retain pre-existing IP, tools, and frameworks
  • Ad accounts always owned by client (you're admin only)
  • Portfolio rights are opt-in after project completion

Support and Revisions

  • 30-day post-launch support (all projects)
  • 2-3 revision rounds per milestone
  • Testing and QA included
  • Documentation and training included

Scope Changes

  • Small (<2 hours): Handled and noted
  • Medium (2-10 hours): Quoted and approved first
  • Large (10+ hours): Formal change order required

Rush Work

  • 50% premium
  • For timelines compressed by 50%+
  • Subject to availability

Termination

  • Retainers: 30 days notice, no penalty
  • Projects: 30 days notice with payment for work completed
  • For cause: 14 days to cure, then immediate termination

Liability

  • Capped at fees paid (12 months for retainers)
  • No consequential damages
  • No guarantees on business results

Important Notes

⚠️ IMPORTANT: These templates should be reviewed by your solicitor before use. While based on industry best practices and your documented business terms, a legal professional should verify they meet your specific needs and comply with current NSW/Australian law.

Definitely have a solicitor review if:

  • First time using these templates
  • Client is requesting modifications
  • Deal is high value (>$50K)
  • International client (may need jurisdiction adjustments)
  • Complex or unusual circumstances
  • Client is a large enterprise (may have their own template)

Ongoing Maintenance

Review and update templates:

  • Annually (or when Australian law changes)
  • When your business terms change
  • When you add new service types
  • After any legal issues or lessons learned

Contract Strategy by Client Type

Startup/SMB Clients ($2K-$20K projects)

  • Use: Project Agreement (standalone)
  • Why: Quick, straightforward, complete in one document
  • Payment: 30/40/30

Growing Business ($20K-$100K)

  • Use: MSA + SOW
  • Why: Likely to have multiple projects, streamlines future work
  • Payment: 30/40/30 or 25/25/25/25

Retainer Clients (any size)

  • Use: Retainer Agreement
  • Add: Project Agreement or SOW for one-off projects outside retainer
  • Payment: Monthly in advance

Enterprise (>$100K)

  • Use: MSA + SOW (or their paper)
  • Why: Legal departments prefer MSAs, may want their own template
  • Payment: Custom negotiation, typically 25/25/25/25
  • Note: Expect 30-90 day payment terms, not Net 7

Audits/Strategy Only

  • Use: Consultation Agreement
  • Why: Fixed scope, deliverable-focused, no implementation
  • Payment: 50/50 or 100% upfront

Tips for Contract Negotiations

Common Client Requests

"Can we pay on completion instead of deposit?"

  • No. 30% deposit is industry standard and protects both parties
  • It ensures commitment and covers initial setup costs
  • Be firm but explain the reasoning

"Can we extend payment terms to Net 30?"

  • For established businesses: Maybe (evaluate case by case)
  • For new clients: No, Net 7 is standard
  • For enterprise: Often necessary (Net 30 or even Net 60)

"Can you guarantee results?"

  • No. Marketing/SEO contracts explicitly disclaim guarantees
  • Explain external factors beyond your control
  • Focus on your process, track record, and commitment to results

"What if we want to terminate early?"

  • Projects: 30 days notice, pay for work completed
  • Retainers: 30 days notice, services continue through notice period
  • Be clear this is already in the contract

Red Flags

Walk away or proceed cautiously if client:

  • Refuses to sign any contract
  • Wants to negotiate every minor term
  • Asks you to assume unreasonable liability
  • Won't provide deposit
  • Wants unlimited revisions
  • Requests terms outside your documented policies

File Naming Convention

When sending to clients:

Format: [Document-Type]_[Client-Name]_[Date].pdf

Examples:

  • NDA_AcmeInc_2024-03-15.pdf
  • Project-Agreement_WidgetsCo_2024-03-15.pdf
  • SOW-001_AcmeInc_Website-Redesign_2024-03-20.pdf
  • Retainer-Agreement_StartupXYZ_2024-03-15.pdf

For SOWs under an MSA, use sequential numbering:

  • SOW-001_[Client]_[Project]_[Date].pdf
  • SOW-002_[Client]_[Project]_[Date].pdf

Storage and Organization

Executed Contracts

Store signed contracts:

  • Securely (encrypted if digital)
  • Backed up in multiple locations
  • Organized by client name
  • With all related SOWs/amendments
  • Google Drive/Dropbox: Folder per client with contracts, invoices, deliverables
  • DocuSign/PandaDoc: Stores executed contracts automatically
  • Notion/Airtable: Track contract status, renewal dates, payment schedules

Retention Period

Keep contracts for:

  • Minimum 7 years (Australian tax law)
  • Permanently for high-value or contentious projects
  • Even after client relationship ends

Quick Start Checklist

Ready to use these templates? Here's your checklist:

  • Add your ABN to all templates (find-replace [YOUR ABN])
  • Review each template with your solicitor
  • Make any custom modifications your solicitor recommends
  • Save clean master versions (keep originals intact)
  • Set up folder structure for storing executed contracts
  • Create a process doc for your team on when to use which template
  • Test the first few contracts with small/friendly clients
  • Refine based on feedback and real-world use

Questions?

These templates are living documents that may need adjustment as your business evolves. Track what works, what causes confusion, and what clients push back on, then refine accordingly.

For legal questions specific to your situation, always consult your solicitor.


Last Updated: [DATE]
Version: 1.0
Jurisdiction: NSW, Australia