Consultancy Agreement by EasyLegalDocs
This Consultancy Agreement outlines the terms under which a consultant provides professional services to a client as an independent contractor, including scope of work, compensation, confidentiality, intellectual property rights, and termination procedures. It defines each party’s responsibilities, limits liability, and establishes legal protections such as non-compete, non-solicitation, and indemnification clauses, governed by the laws of the specified jurisdiction.y description
CONSULTANCY AGREEMENT
Date: [effective date]
This Agreement is between [client name] primarily located at [client address] (hereinafter referred to as the “Client”) and [consultant name] with its primary place of business located at [consultant address] (hereinafter referred to as the “Consultant”).
Introduction
The Consultant and the Client (individually referred to as “Party” and collectively referred to as “Parties”) hereby agree that the Consultant will provide Consultancy Services as described in the Services Schedule below and have agreed to the terms of this Agreement.
WHEREAS, [client name] desires to hire the Consultancy Services of [consultant name];
THEREFORE, the Agreement will be in accordance with the following terms unless an alternative or modification is expressly agreed between the Parties:
Definitions
In this Agreement (otherwise, to the extent expressly provided and agreed to by the Parties):
“Agreement” refers to all the terms of this Agreement including but not limited to any Schedules and any subsequent amendment(s) to this Agreement.
“Business Days” refer to any day that is not a Saturday, Sunday, or statutory holiday in the jurisdiction set forth at Section 29 herein.
“Client Materials" refer to all materials supplied by or on behalf of the Client to the Consultant in connection with the Services under this Agreement.
“Client” refers to the Client Party under this Agreement.
“Confidential Information” refers to all information in whatever form, including but not limited to the Client's businesses, customers, Consultant, contracts, sales, marketing, planning, performances, financials, products, trades, employees, and third-party information disclosed by the Client to the Consultant or any of its employees or contractors under this Agreement.
“Consultancy Services” or “Services” refer to the services to be provided by the Consultant as expressly agreed in the Schedule to the Agreement.
“Consultant” refers to the Consultant Party under this Agreement.
“Deliverables” refer to the deliverables of the Consultancy Services as set out in the Schedule to this Agreement.
“Party” refers to either the Client or the Consultant, and “Parties” refers to the collection of the Client and the Consultant.
“Schedule” refers to any schedule section attached to the main body of this Agreement.
“Third-Party Materials” refer to all materials including Intellectual Property Rights and Confidential Information made available by third parties that are not a party to this Agreement and used in connection to the Services under this Agreement.
“Timetable” refers to allocating time per milestone required to complete the Services under this Agreement.
The express purpose of this Agreement is to set out the terms under which the Consultant will render services to [client name] as stated above.
Consultancy Services
The scope of the Consultancy Services that will be provided to the Client are set out in the “Schedule” to this Consultancy Agreement (the "Services”).
The Consultant shall duly perform the Services to the best of its ability and a reasonable professional standard within the industry of the Services rendered. Any personnel provided by the Consultant shall also perform their duties to the same professional standard.
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About this template
What is this template?
This is a contract for professional advisory services that establishes an independent contractor relationship rather than employment. It contains a detailed services schedule, a mechanism for appointing substitutes, and a specific 1.5% monthly interest rate for late payments. It is not an employment contract, as it explicitly excludes the Consultant from pension plans and health insurance benefits.
When should you use it?
Use this when a business hires an external specialist for a project with defined milestones and requires intellectual property transfer. Use an Employment Agreement instead if the individual is integrated into the company hierarchy and entitled to statutory benefits.
What's inside
| Clause | Name | What it does |
|---|---|---|
| 6 | Duration of Agreement | The Services commence on a specified date and continue until a stated termination date unless terminated early with 30 days written notice. |
| 7 | Compensation and Payment | The Client pays the Consultant at a specific compensation rate and reimburses only pre-approved expenses incurred during service delivery. |
| 15 | Non-Compete | The Consultant is prohibited from competing with the Client's business for 12 months following the termination of the Agreement. |
| 16 | Non-Solicitation | The Consultant must not solicit the Client's customers, employees, or contractors for a period of 12 months after the Agreement ends. |
| 18 | License | The Consultant grants the Client a perpetual, irrevocable, worldwide license to use all deliverables except for specifically defined third-party and client materials. |
| 25.2 | Termination for Convenience | The Client may terminate without cause by providing 30 Business Days prior written notice to the Consultant. |
| Schedule V | Financial Provisions | Late payments accrue interest at 1.5% per month or the maximum legal rate, whichever is lower. |
Who it's for
- a professional service provider acting as an independent contractor rather than an employee
- a business requiring a structured timetable of deliverables with weekly or bi-weekly status reporting
- a client seeking to own intellectual property rights via an irrevocable worldwide license
- parties requiring a 12-month post-contractual restriction on competition and solicitation
How long it runs and how it's signed
United States note
This version is drafted for US law generally. Contract, employment and consumer rules vary by state — for example on non-competes and at-will employment. Tell GitLaw which state applies and it adjusts the draft.
Frequently asked questions
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It depends on the situation. Templates work well for routine business agreements. For anything involving significant money, complex IP, employment, or areas you're unsure about, it's worth getting professional advice before you sign. GitLaw provides templates and tools, not legal advice.
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