Consulting Agreement Template
For advisory work where the deliverable is judgement rather than a widget. Defines the engagement, protects your methods, limits your liability, and stops advice being treated as a guarantee.
CONSULTING AGREEMENT This Agreement is made on between , of ("Client"), and , of ("Consultant"). 1. ENGAGEMENT. Client engages Consultant to provide the following consulting services: (the "Services"). 2. STANDARD OF SERVICE. Consultant will perform the Services with the skill and care reasonably expected of a competent professional in the field. Consultant does not guarantee any particular business result. 3. TERM. The engagement runs from to , or on a rolling monthly basis until terminated under clause 10. 4. FEES. Client will pay . hours; additional hours are billed at .] Consultant invoices . Payment is due within days. 5. EXPENSES. Client reimburses pre-approved travel and out-of-pocket expenses supported by receipts. 6. CLIENT RESPONSIBILITIES. Client will provide timely access to the people, data and systems Consultant reasonably needs. Consultant is not liable for delays or conclusions caused by incomplete or inaccurate information supplied by Client. 7. INDEPENDENT CONTRACTOR. Consultant is an independent contractor, controls how the Services are performed, may serve other clients, and is responsible for their own taxes and insurance. 8. INTELLECTUAL PROPERTY. On full payment, Client owns the reports and deliverables prepared specifically for Client. Consultant retains ownership of its methodologies, frameworks, templates, and know-how, including anything developed before or independently of this engagement, and grants Client a perpetual, non-exclusive licence to use them within the deliverables. 9. CONFIDENTIALITY. Each party will keep the other's non-public information confidential. Consultant may describe the engagement in general terms as a case study only with Client's written consent. 10. TERMINATION. Either party may terminate on days written notice. Client pays for Services performed to the termination date. Fees paid in advance for undelivered work are refunded pro rata. 11. LIABILITY. Consultant's total liability under this Agreement is capped at the fees paid in the months before the claim. Neither party is liable for indirect or consequential loss, including lost profits. 12. NON-SOLICITATION. During the engagement and for months after, neither party will solicit the other's employees or contractors involved in the Services. 13. GOVERNING LAW. This Agreement is governed by the laws of . SIGNED: _________________________ _________________________ Date: Date:
Using this for something that matters?
This free consulting agreement covers the standard situation. If real money, property, or an ongoing relationship rides on it, a professionally drafted version, or a quick attorney review of what you've filled in, costs little and removes the guesswork.
Ask any local attorney for a fixed-fee document review, most offer one.
How to use this template
- Clause 2 is the clause consultants most often lose money without. Advice is not a warranty of outcome. Say so, or a disappointed client will argue you promised the result.
- Clause 8 is the difference between a consulting business and a one-off job. Your frameworks and templates are the asset; assign the report, keep the method.
- Clause 6 saves you when the client is the reason the project stalled. Late data, no access, wrong numbers: put the consequence in writing before it happens.
- Cap liability at fees paid (clause 11). Uncapped liability on a $10,000 engagement is an uninsurable risk.
These templates are general forms for informational purposes, not legal advice, and no attorney-client relationship is created by using them. Laws vary by state and country, have a licensed attorney review any document before you rely on it.
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