Consultancy agreement is quite a mandate in every business setup. You might want to talk to lawyers for setting up your own consultancy agreement but you should have your own understanding too. We are here to help you with our article that will guide you and tell you how to draft a consultancy agreement in a nutshell. Read this article till the end to know everything that is there to deal with in a consultancy agreement and how to draft a consulting contract.
To start with, let us help you in understanding what a consultancy agreement actually is.
What is a consultancy agreement?
A consultancy agreement is required when the company appoints an external consultant. The company may like to avail their services to do some specific work so they hire someone who has expertise in that field. In such cases, it’s always better to enter into a contract with the consultant.The consultancy agreement is made between the company and consultant. It outlines the scope of work to be performed by them and other terms and conditions related to their appointment in the company. It is a kind of service agreement only.
The parties involved in a consultancy agreement will have to agree to a certain number of terms and conditions and also have to follow a certain pattern of and they consulting contract are follows.
The consulting contract should start ideally with the following details:
This consultancy agreement (the agreement) is made effective [date], by and between [consultant name] and [company name], with corporate offices located at [location].
Scope of Services:
- [Consultant name] will give [company name], with consulting services as mutually agreed upon and discussed in the attached statement of work. All consulting services to be provided herewith will be referred to as services. The parties might make use of this agreement for other statements of work as well. Each statement of work must reference this consultancy agreement.
2 Statements of work will be written documents having the following details:
- A complete, sufficiently detailed description of the types of services to be provided.
- The applicable remuneration rates for the services to be provided. (service fees).
- Any additional terms and conditions to which the parties should or need to agree.
- The parties might think that it might be tempting to make changes to the statement(s) of work. Before performing any work related to any such change, a written change of order must declare the required revisions to the statement(s) of work, and the parties, shall agree in writing that such work includes a change from the original statement of work, as amended, and that they further mutually agree to the change provisions set forth in the change order. Each change of order must be numbered serially and executed by [consultant name] and [company name].
- Executive staff of [company name] and [consultant name] will review the status of the services, statement(s) of work, change orders, invoices and estimates as and when required. A written status report must be submitted with the review. [Consultant name] and [company name] should agree to execute and store copies of these status reports.
[Company name] will give other support services as both the company and [consultant name] consequently agree.
Services and Fees and Expenses:
- [Company name] will be responsible for all service fees as mentioned in the applicable statement(s) of work (and change orders, as applicable) as those services are provided.
- [Consultant name] will invoice [company name] for the service fees twice per calendar month (on or about the 15th and 31st of each month). [Company name] agrees to remit full payment to accounts payable promptly upon its receipt of the invoice or bill.
Term and Termination
This agreement shall commence as of the agreement date above and shall remain in force through [date].
Proprietary Rights: Confidential information:
- [Consultant name] agrees that the output from the services provided to [company name] shall be owned by [company name]. Nothing included in this section shall be construed as restricted [consultant name] from utilizing, in any manner, knowledge and experience of a general nature acquired in the performance of services for [company name].
- Confidential information contains all information mentioned by a disclosing party as proprietary and confidential, which confidential information shall remain the sole property of the disclosing party unless the ownership of such confidential information is otherwise clearly expressed in the agreement. Items will not be considered confidential information if: (a) available to public other than by a breach of an consultancy agreement by the recipient; (b) rightfully received from a third party not in breach of any obligation of any confidentiality; (c) independently developed by one party without a any access to the confidential information of the other; or (d) rightly known to the recipient at the time of disclosure as verified by its written records.
- Each party mutually agrees that it shall not use for any purpose or disclose to any third party any confidential information of the other party without the documented or written consent of the other party. Each party agrees to protect the confidential information of the other party against use or disclosure other than as authorized by or pursuant to this agreement through measures, and exercising a degree of care, which are at least as protective as those, [consultant name] or [company name], as the case may be, exercises in safeguarding the confidentiality of its own proprietary information, but no less than a reasonable degree of care under the circumstances. Each party shall permit access to the confidential information of the other party only to those individuals (a) who have entered into a written nondisclosure agreement with the other party on terms equally as restrictive as those set forth herein, and (b) who require access in performance of their duties to the other party in connection with the other party’s rights under this agreement.
IN WITNESS WHEREOF, the parties hereto have caused this agreement to be executed by their duly authorized representatives as of the agreement date first above written.
Company name (if applicable):
Statement of Work
This statement of work is made effective [date], by and between [Consultant name] and [company name].
Description of Services:
Hourly rate of [amount].
Estimated total: [amount].
Additional Terms and Conditions:
Estimated completion date:
This statement of work serves as an exhibit to the services agreement.
Agreed and Accepted:
Consulting company name (if applicable):
These are the things that you must keep in mind while drafting the appropriate consulting contract for your consultancy under the care of a very good lawyer.