Consulting Agreements provide an opportunity to perform ad-hoc services which often lead to long term system engagements. By providing expert assistance, you have an opportunity to define a customer’s problem and, correspondingly, the solution. The management challenge is avoiding open-ended commitments and guarantees.

The most critical section of your consulting agreement is the Scope of Services. Secure the advantages of stating what you will not perform by being very specific about what you will accomplish. State task objectives in quantifiable terms that can be used to demonstrate compliance with your contractual obligations. Describe your task methodology in terms that can be understood by nontechnical personnel. Identify the contents of deliverables in general terms at the beginning of the engagement, and incorporate your descriptions in the resulting agreement.

User participation in the engagement is critical to a successful conclusion. Identify tasks to be completed by your user and material inputs necessary to perform your portion of the scope of work.

Despite application to your customer’s problems, your intellectual property should remain yours. Likewise, all derivative works and solutions should remain yours, with a right to use granted to your customer. Your ownership of resulting software, data, methodologies and deliverables could be critical in continuing the engagement and providing similar services elsewhere.

Avoid federal and state computer crime legislation by documenting your authority to access and use your customer’s computer systems. Preserve your option to document your experience in the engagement as a qualification of your organization. Broaden the scope of the proposed confidentiality agreement to include your trade secrets as well as theirs.