1. Parties
This Consulting Agreement (the "Agreement") is made as of [EFFECTIVE DATE] between [CLIENT NAME], of [CLIENT ADDRESS] (the "Client"), and [CONSULTANT NAME], of [CONSULTANT ADDRESS] (the "Consultant").
2. Consulting Services
The Consultant will provide the following consulting services: [DESCRIPTION OF SERVICES] (the "Services"). Deliverables include [DELIVERABLES, e.g. a written report, workshop, strategy plan], to be delivered by [DEADLINES]. Additional work outside this scope will be agreed in writing.
3. Term
This Agreement starts on the Effective Date and continues until [END DATE / COMPLETION OF THE SERVICES], unless terminated earlier under Section 10.
4. Fees
The Client will pay the Consultant [FEE STRUCTURE, e.g. USD 150 per hour / a monthly retainer of USD 3,000 / a fixed fee of USD 10,000]. [OPTIONAL: Retainer hours not used in a month DO / DO NOT roll over.]
5. Invoicing and Expenses
The Consultant will invoice the Client [INVOICING FREQUENCY], and invoices are payable within [PAYMENT TERMS] days. The Client will reimburse reasonable, pre-approved expenses incurred in performing the Services, with receipts.
6. Relationship of the Parties
The Consultant is an independent contractor and not an employee, partner, or agent of the Client. The Consultant is responsible for their own taxes, insurance, and working methods, and has no authority to bind the Client.
7. Confidentiality
The Consultant shall keep confidential all non-public information received from the Client and use it only to perform the Services. This obligation continues for [SURVIVAL PERIOD] after this Agreement ends.
8. Intellectual Property
Upon full payment, the Client owns the deliverables prepared specifically for the Client. The Consultant retains ownership of their pre-existing methods, frameworks, tools, and general know-how, and grants the Client a non-exclusive license to use any of them included in the deliverables for the Client's internal business purposes.
9. Limitation of Liability
The Consultant's advice is provided on a professional-effort basis, and the Client remains responsible for its own business decisions. Except for breaches of confidentiality, neither party's total liability exceeds [LIABILITY CAP, e.g. the fees paid in the prior 12 months], and neither party is liable for indirect or consequential damages.
10. Termination
Either party may terminate this Agreement with [NOTICE PERIOD] written notice. Either party may terminate immediately if the other materially breaches this Agreement and does not cure the breach within [CURE PERIOD]. The Client will pay for Services performed through the termination date.
11. Governing Law and General Terms
This Agreement is governed by the laws of [GOVERNING LAW JURISDICTION]. It is the entire agreement between the parties on its subject and may only be changed in writing signed by both parties.
12. Signatures
The Parties agree that this Agreement may be signed electronically and in counterparts, and that electronic signatures have the same effect as handwritten signatures. CLIENT: [CLIENT NAME] Signature: ____________________ Name: [SIGNATORY NAME] Title: [SIGNATORY TITLE] Date: [DATE] CONSULTANT: [CONSULTANT NAME] Signature: ____________________ Date: [DATE]