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Consulting agreement template

Short answer

A consulting agreement sets the terms for an expert advising a business: the scope of the advice, fees and expenses, how long it runs, who owns the reports, and the limits on the consultant's liability. This template is free to fill in and download as a PDF, and you can send it for e-signature in Sign PDF with the Client's and Consultant's boxes placed for you.

Updated 25 October 2026

What's in this consulting agreement

The full text. Words in brackets are filled in from the form above.

1. Parties. This agreement is between [Client name] of [Client address] (the Client) and [Consultant name] of [Consultant address] (the Consultant).
2. Services. The Consultant will provide the following consulting services: [Consulting services]. The Consultant will perform them with the skill and care expected of a competent professional in the field.
3. Term. This agreement runs from [Start date] to [End date] unless extended in writing or ended earlier under this agreement.
4. Fees. The Client will pay the Consultant [Fee]. Invoices are payable within 14 days of receipt unless the fee wording above says otherwise.
5. Expenses. The Client will reimburse reasonable expenses the Consultant incurs in providing the services, with receipts, up to [Expenses allowed without approval] without prior approval. Expenses above that need the Client's written approval in advance.
6. Client's decisions. The Consultant gives advice and recommendations. The Client remains responsible for its own business decisions and for how it uses the Consultant's advice.
7. Conflicts of interest. The Consultant may work for others, but will tell the Client promptly about any engagement that could create a conflict of interest with the services, and the parties will agree in good faith how to handle it.
8. Ownership. Once paid for, reports, presentations and other materials prepared specifically for the Client belong to the Client. The Consultant keeps ownership of their pre-existing methods, frameworks, templates and know-how, and grants the Client a licence to use any of them included in the materials for its internal business purposes.
9. Confidentiality. Each party will keep confidential all non-public information received from the other, use it only for this agreement, and return or delete it when the agreement ends. This duty continues after the agreement ends.
10. Independent status. The Consultant is an independent contractor and is responsible for their own taxes, insurance and staff. Nothing in this agreement creates employment, partnership or agency.
11. Ending early. Either party may end this agreement by giving [Notice period in days] days' written notice, or immediately if the other seriously breaches it and does not put the breach right within 7 days of written notice. The Client will pay fees and approved expenses due up to the end date.
12. Liability. Neither party is liable for indirect or consequential loss, or for loss of profit. The Consultant's total liability under this agreement is limited to the fees paid in the 12 months before the claim. Nothing in this agreement limits liability that cannot be limited by law.
13. Governing law. This agreement is governed by the laws of [Governing law], and the courts of that place have jurisdiction over any dispute arising from it.
14. Entire agreement. This is the entire agreement between the parties about the services. Any change must be in writing and signed by both parties. It may be signed electronically.
Signed by: the Client, the Consultant, each with a signature, printed name and date.

When to use it

Use it when you hire, or work as, an adviser: a marketing strategist, an operations consultant, a fractional finance lead, an HR adviser, an IT architect. The work is mostly advice, analysis and recommendations rather than a finished product, and it often runs for a set period.

If the consultant will produce defined deliverables in phases, pair this agreement with a statement of work for each phase.

What the key clauses do

The clauses below are the ones people searching for a consulting agreement template expect, and the ones that come up when a project goes wrong.

Scope and term: what the consultant will advise on, and the start and end dates.
Fees and expenses: the fee basis and a cap on expenses without prior approval.
Conflicts of interest: the consultant tells the client about competing work instead of hiding it.
Decisions stay with the client: the consultant advises, the client decides. This protects both sides.
Ownership: the client owns reports and materials prepared for it once paid; the consultant keeps their methods and frameworks.
Liability cap: limited to the fees, which is standard for advisory work.

How to adapt it

Write the scope as outcomes and activities, such as 'review of the current sales process with written recommendations and two workshops'. If the consultant will see sensitive data, add a separate NDA or extend the confidentiality clause. Regulated advice, such as legal, tax or investment advice, carries its own rules and usually its own engagement terms.

This template is a starting point, not legal advice. For large engagements or regulated sectors, have a lawyer check it under the governing law you choose.

Getting the consulting agreement signed

Fill in the boxes above and download the consulting agreement as a PDF, free and with no account. To get it signed, send it from Sign PDF: the signature, name and date boxes for the Client and the Consultant are already placed and labelled, so you only add each signer's email.

Each signer opens an email link, confirms a six-digit code sent to their inbox and signs in the browser on a phone or laptop, with no app and no account. When the last person signs, the boxes are written into the PDF, a certificate of completion is added at the end, and the file is sealed with a digital signature and a timestamp so any later change shows.

The Light plan at $5 a month covers 2 documents a month. The Full plan at $10 a month has no limit and lets you save this document as a template, with a signing order and reminders.

Questions people ask

What is the difference between a consulting agreement and a contractor agreement?

They overlap. A consulting agreement focuses on advice and expertise for a period, with clauses on conflicts and the client making its own decisions. A contractor agreement suits ongoing hands-on work billed by time.

Can a consulting agreement be signed electronically?

Yes. In most countries an electronic signature is valid for an ordinary consulting contract, and Sign PDF adds a certificate recording each signature.

Should the fee be fixed or hourly?

Either works. Put what you have agreed in the fee box, such as '$6,000 a month' or '$150 per hour, invoiced monthly'.

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