Consultancy Agreement (Singapore)
An independent-contractor consultancy agreement under Singapore law, drafted to preserve genuine contractor (not employee) status, with IP assignment under the Copyright Act 2021 and clear fees, deliverables and confidentiality.
What is a Consultancy Agreement?
A Consultancy Agreement (Singapore) engages an independent contractor under Singapore law and is drafted to preserve genuine contractor (not employee) status, with IP assignment under the Copyright Act 2021 and clear fees, deliverables, and confidentiality.
A Singapore business engaging a self-employed consultant or a consultancy company. Both sides intend a services relationship, so no CPF, leave, or Employment Act protections attach.
Consultancy Agreement template, current for 2026
Drafted around Singapore's control/economic-reality test for distinguishing contractors from employees, with an express no-CPF/no-Employment-Act status clause, IP assignment under the Copyright Act 2021, and GST-aware fee terms.
How HDAi does this differently
Unlike a static form, HDAi runs a guided interview and assembles your Consultancy Agreement live as you answer. When you want it finished, a licensed Hart David Carson attorney reviews it before you sign and coordinates sign-off by locally admitted counsel where the governing law requires it. The interview and the first draft are automated. The judgment belongs to an attorney.
What you’ll be asked
- Who is the Client engaging the consultant? The company or person paying for the services. Its legal name and entity details anchor the whole agreement.
- Who is the Consultant providing the services? The independent contractor. Using their own entity (rather than an individual) reinforces genuine contractor status under Singapore law.
- Is the Consultant a company/business entity or an individual? If an individual, we add stronger contractor-status and CPF/no-benefits language; if an entity, we require it to name a key person delivering the work.
- If the Consultant is an entity, who is the key individual performing the services? Clients usually want the specific person doing the work named, so the entity can't quietly substitute someone else.
- What is the effective date of this Agreement? Fixes when obligations begin and is the reference point for the term and notice periods.
- Describe the consultancy services / scope of work. The deal turns on this scope. A clear, self-directed description helps show the Consultant controls how the work is done, which is central to contractor rather than employee status.
- List the specific deliverables and any milestones or deadlines. Concrete deliverables tie fees to outputs rather than hours worked, which supports contractor status and reduces disputes.
- Is this a fixed-term engagement or ongoing until terminated? Determines whether we write an end date or leave it open-ended with a notice-based termination.
- If fixed term, when does the engagement end? Sets the natural expiry of the engagement.
- How are fees calculated? Different structures need different payment mechanics; time-based, fixed-project, milestone, or retainer each read differently.
- What is the fee amount (SGD)? The headline consideration. Enter the rate for time-based work, the monthly amount for a retainer, or the total or per-milestone figure for fixed or milestone work.
- What does that fee amount cover (unit)? Clarifies how the amount above is applied so invoicing is unambiguous.
- If milestone-based, set out the milestone payment schedule. Milestone fees need an explicit schedule so both sides know what triggers each payment.
- Is the Consultant GST-registered? In Singapore a GST-registered consultant must charge GST on top of fees; this changes the invoicing clause.
- Within how many days must the Client pay a valid invoice? Sets the payment runway; 14 or 30 days is typical in Singapore.
- Will the Client reimburse the Consultant's expenses? Determines whether we include a reimbursement clause and any pre-approval requirement.
- How should intellectual property in the deliverables be handled? Under the Copyright Act 2021, a commissioned creator can retain copyright absent an assignment, so this choice must be explicit.
- Does the Consultant use its own pre-existing tools/IP in the work? If yes, we carve out the Consultant's background IP from the assignment and grant the Client a licence to use it within the deliverables.
- For how many years after termination should confidentiality survive? Sets the tail on the confidentiality obligation; 3 to 5 years is common (trade secrets can be perpetual).
- Include restrictive covenants (non-solicit of clients/staff)? Singapore courts only enforce reasonable, narrowly-drawn restraints; non-solicits are more defensible than non-competes for a contractor.
- If included, for how many months should the non-solicit run after termination? The duration must be reasonable to be enforceable; 6 to 12 months is a defensible range.
- Should the Consultant's liability be capped? A cap protects the Consultant; clients often accept a cap tied to fees paid.
- If a fixed cap, what is the cap amount (SGD)? The maximum the Consultant can be liable for under the agreement.
- Must the Consultant carry insurance (e.g. professional indemnity)? Some clients require the contractor to hold PI cover; this adds an insurance covenant.
- If insurance is required, what minimum cover (SGD)? Sets the floor for the required indemnity cover.
- How many days' notice can either party give to terminate for convenience? A clean exit right for both sides; 14 or 30 days is typical for consultancy.
- How should disputes be resolved? Singapore agreements commonly choose SIAC arbitration or the Singapore courts; arbitration is confidential and internationally enforceable.
- Who signs for the Client (name and title)? Names the authorised signatory for the Client's signature block.
- Who signs for the Consultant (name and title)? Names the authorised signatory for the Consultant's signature block.
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