Consultancy Agreement Template for SaaS Businesses (UK 2025)
Last updated: February 2025
Why SaaS Businesses Need a Consultancy Agreement
SaaS consultancy agreements engage external specialists for product strategy, technical architecture reviews, growth advisory, and go-to-market planning. Unlike freelancer contracts for hands-on development, these cover strategic advisory work where the consultant provides expertise and recommendations rather than building the product directly. The agreement must address IP created during advisory work, access to confidential product and business data, and the unique challenge that SaaS consultants often advise multiple companies in the same space.
Key Clauses for SaaS
- Advisory scope with clear deliverable definitions
- IP ownership for frameworks and recommendations developed
- Confidentiality for product data, metrics, and strategy
- Competitor conflict management and disclosure obligations
Common Mistakes
- Not addressing IP ownership for strategic frameworks and models the consultant develops during the engagement
- Failing to include conflict disclosure requirements for consultants who may advise competing SaaS companies
Template Sections
- Advisory scope and deliverable specifications
- IP ownership for advisory outputs
- Conflict of interest management and disclosure
FAQ
Who owns strategic frameworks developed by a SaaS consultant?
This must be specified in the agreement. Options include full assignment to the client, which may be unreasonable if the consultant uses similar frameworks with other clients, a licence for the client with the consultant retaining ownership, or joint ownership. The most practical approach is usually that bespoke recommendations belong to the client while the consultant's underlying methodology remains theirs to use with other clients.
Can a SaaS consultant advise competing companies?
Unless restricted by the agreement, yes. Include a conflict management clause requiring the consultant to disclose existing and new engagements that may create conflicts. Consider whether the engagement warrants a competitor exclusivity restriction during the engagement period, and balance this against the consultant's need to maintain a viable practice.
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Get Started FreeThis is guidance for UK businesses, not legal advice. Templates are illustrative. Consult a solicitor for complex matters.
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