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Consultancy agreement (basic)

Consulting services come in many forms and vary in complexity. This basic consultancy agreement is designed for consulting engagements that fall at the simpler end of the spectrum.

Matters covered by this agreement include the provision of services, the amounts to be paid by the customer, payment terms, warranties and limitations of liability. The agreement also includes an optional licence permitting the customer to use deliverables produced in the course of the consultancy services. Subcontracting may be expressly permitted or expressly prohibited.

The consultant contracted under this document may be a self-employed individual or company providing consultancy services.

This document is a more streamlined version of our standard and premium consultancy agreements. For example, if the consulting arrangements involve complex services, significant risks, high costs, IPR transfers or personal data transfers, the standard or premium agreement may be more appropriate.

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Consultancy agreement (basic) contents

  1. Definitions: definitions.
  2. Term: commencement of term; end of term.
  3. Services: obligation to provide services; standard of services.
  4. Deliverables: obligation to deliver deliverables; feedback on deliverables; timetable for delivery of deliverables; deliverables warranties (no acceptance procedure).
  5. Licence: licence to use deliverables.
  6. Charges: obligation to pay charges; amounts inclusive or exclusive of VAT.
  7. Payments: issue of invoices; time for payment of charges following invoice; payment methods; interest on late payments.
  8. Warranties: first party general warranties; second party warranty of authority; exclusion of implied warranties and representations.
  9. Limitations and exclusions of liability: caveats to limits of liability; interpretation of limits of liability; no liability for loss of profits; no liability for loss of revenue; no liability for loss of use; no liability for loss of opportunities; no liability for loss of data or software; no liability for consequential loss.
  10. Termination: termination by either party without cause; termination by either party upon breach; termination upon insolvency.
  11. Effects of termination: surviving provisions upon termination; termination does not affect accrued rights.
  12. Status of
    first party is independent contractor not employee; no redundancy or compensation.
  13. Subcontracting: no subcontracting without consent; subcontracting permitted; first party responsible for subcontracted obligations.
  14. General: no waiver; severability; variation written and signed; no assignment without written consent; no third party rights; entire agreement; governing law; exclusive jurisdiction.


  1. Specification of Services: specification of services prompt.
  2. Specification of Deliverables: specification of deliverables prompt.
  3. Timetable: timetable prompt.
  4. Client
    second party materials prompt.
  5. Financial provisions: financial provisions prompt.
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