A consultant contract is a legal agreement between a consultant and a client, by means of which the client buys the services of the consultant.
It is a type of services agreement. A very wide range of different services may fall under the general rubric of “consultancy”: the provision of guidance and advice, the preparation of documents or software, the management of personnel, the implementation of projects, and so on.
The most contentious issue in a consultant contract is often the treatment of intellectual property rights. The work product of a consultant will usually be protected by copyright (e.g. if the consultant is producing written reports or software code). The consultant will be the first owner of that copyright. The consultancy agreement should specify whether the copyright in the work product is assigned (i.e. transferred) to the client or retained by the consultant – and if it is retained whether it will be licensed to the client. Licences may be granted on an exclusive or non-exclusive basis. Often, the intellectual property rights in the different elements of the work product will required different treatment.
The consultant may be an individual or a company. It may in some cases be important – for both consultants and their clients – to ensure that a consultant does not become an employee of the client.
Other key terms in a consultancy contract will include:
- the definition of the services to be provided;
- consultant fee calculations;
- treatment of consultant expenses;
- the definition of the client’s responsibilities;
- responsibility for any insurance; and
- limitations of liability protecting the consultant and the client.
Consultant contracts may also be called consultant agreements, consulting contracts, consulting agreements, consultancy contracts and consultancy agreements.