Consultancy Agreement Template (UK) — Engage Consultants on Clear Terms

When you need one

Any advisory or professional-services engagement: fractional executives, strategy and marketing consultants, technical and operational advisors, interim specialists. The structural difference from hiring a freelancer for deliverables is that consultancy is usually ongoing, time-based and advice-led — which is why this agreement is built around a reusable Schedule (services, fees, timetable) you rewrite per engagement while the terms stay constant. If you're commissioning specific outputs — a website, a brand, copy — our contractor agreement is the better fit.

What's in this template

Fourteen clauses plus the Schedule: the engagement and standard of care, term, fees with day-rate, fixed-fee or retainer options and late-payment interest, expenses controls, key personnel and substitution, both parties' obligations, intellectual property (client owns what's made for it; consultant keeps their pre-existing toolkit, licensed to you), mutual confidentiality, data protection including when a processing agreement is needed, independent-contractor status and tax with an indemnity, a liability cap with a professional-indemnity insurance requirement, termination, an optional mutual non-solicitation clause, and boilerplate that holds it together. Amber guidance notes explain each decision point.

The status question — consultant or employee?

The clause every consultancy agreement gets judged on. This template is drafted to support genuine self-employment — a right of substitution, the consultant's control over how services are delivered, independent-contractor language and a tax indemnity — but paperwork alone never settles status: the working reality does. Where the consultant contracts through their own limited company, the off-payroll working (IR35) rules can put the assessment burden on the client if it's a medium or large company. The template's guidance notes walk through what matters and point to HMRC's CEST tool as the starting point.

Common mistakes to avoid

Starting work on an email thread and a day rate with nothing about IP — meaning the consultant may own the strategy you paid for; open-ended expenses ("plus expenses" with no pre-approval requirement); no liability cap, leaving both sides exposed to unlimited claims; treating the consultant like an employee in practice while calling them a consultant on paper; and vague service descriptions — "ongoing marketing support" — that make it impossible to say whether the work was done.