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Consulting contract template

For engaging an expert or consultancy on a project basis. The template sets out the consulting scope, deliverables, fees and ownership of the results.

DeliverablesReports, document sets or workshops are each listed as items.Fees by phaseSplits payments into instalments tied to each delivery milestone.Ownership of resultsStates who owns the copyright and how materials may be reused.

Choose an industry to add clauses specific to it.

Consulting contract

Civil Code 2015, Articles 513 to 521

An expert advises within an agreed scope for a consulting fee, outside an employment relationship.

7 clauses

Indefinite-term labour contract

Labour Code 2019, Article 20(1)(a)

For stable, long-term positions where neither party sets an end date.

9 clauses

Fixed-term labour contract

Labour Code 2019, Article 20(1)(b)

Has a specific end date, lasts up to 36 months and can be renewed only once.

9 clauses

Probation contract

Labour Code 2019, Articles 24 to 27

A probation agreement before the official contract, with pay of at least 85% of the job's salary.

8 clauses

Labour contract under 12 months

Labour Code 2019, Article 20(1)(b)

For temporary, seasonal or specific work lasting less than a year.

9 clauses

Freelance collaborator contract

Civil Code 2015, Article 513 on service contracts

Task-based collaboration, not an employment relationship unless there is management and supervision.

6 clauses

Piecework contract

Civil Code 2015, Article 542 on processing contracts

Assigns a full scope of work, paid according to the accepted results.

5 clauses

Service contract

Civil Code 2015, Articles 513 to 521

The provider performs services for the client and receives a service fee.

5 clauses

Internship contract

Labour Code 2019 and the training institution's internship rules

Hosts student interns, with or without financial support.

6 clauses

Vocational training contract

Labour Code 2019, Articles 61 to 62

The company pays for training and the trainee commits to working after the course.

5 clauses

Labour contract appendix

Labour Code 2019, Article 22

Amends or supplements part of a labour contract that is in force.

3 clauses

Part-time labour contract

Labour Code 2019, Article 32

Fewer hours than normal working time, with entitlements in proportion to the hours actually worked.

9 clauses

Remote work labour contract

Labour Code 2019, Articles 21 and 105

The employee works mainly away from the office, with rules on equipment, connectivity and security.

10 clauses

Labour contract with a foreign employee

Labour Code 2019, Articles 151 to 157

For foreign nationals working in Vietnam, with the term tied to the work permit.

10 clauses

Domestic worker labour contract

Labour Code 2019, Articles 161 to 165

A household hires a domestic worker, with specific rules on rest, board and insurance paid with wages.

7 clauses

Labour contract with an executive

Labour Code 2019 and Law on Enterprises 2020

Signed with directors and department heads, with clauses on authority, income and confidentiality.

10 clauses

Non-disclosure agreement

Labour Code 2019, Article 21(2)

Signed with the labour contract to protect trade secrets, customer data and technology.

6 clauses

Labour contract termination agreement

Labour Code 2019, Article 34(3)

Both parties agree to end the contract and settle the last day, payments and handover.

6 clauses
Guide

A consulting contract is a civil contract, unless you make the consultant clock in

8 sectionsAbout 4 min readUpdated 01/10/2026

Hiring a former HR director to review your pay scales over three months is a consulting contract (hợp đồng tư vấn), governed by the rules on service contracts in the Civil Code 2015 (Bộ luật Dân sự 2015). The thin line lies in Article 13 of the Labour Code 2019 (Bộ luật Lao động 2019): if the client pays at regular intervals, sets working hours and supervises the consultant like an employee, a document called a consulting contract is still a labour contract. This article shows how to stay on the right side of that line and cover all the core clauses.

What a consulting contract is and its legal basis

Under Articles 513 to 521 of the Civil Code 2015, a service contract is an agreement under which the service provider performs work for the client and the client pays a service fee. Consulting is a type of service whose output is expert opinion, reports and proposals; that is why, compared with the general service template, the template on Việc Hot adds articles on the consulting deliverables, liability for the advice given and ownership of the results.

Because this is not an employment relationship, the consultant receives no social insurance, annual leave or overtime pay from the client. When the consultant is an individual, the client withholds personal income tax at source before paying the fee; the template reminds you of the 10% withholding rate on each payment of 2 million VND or more.

Consulting or employment: look at how the work is done, not at the document's title

IndicatorConsulting contractLabour contract
PaymentConsulting contractPer deliverable or phase, after acceptanceLabour contractFixed monthly salary on a regular pay cycle
Working hoursConsulting contractArranged by the consultant, who commits only to delivery datesLabour contractSet by internal rules, with timekeeping
ManagementConsulting contractReceives a brief and decides how to do the workLabour contractFollows direct instructions from a superior
Tools and workspaceConsulting contractThe consultant's ownLabour contractProvided by the company, with a fixed desk
InsuranceConsulting contractNot applicableLabour contractCompulsory for contracts of 1 full month or more
TerminationConsulting contractAs the contract provides; the template sets 15 days' noticeLabour contractArticles 35 and 36, with 45, 30 or 3 days' notice

Clauses a consulting contract template needs

The scope of the consulting work and the deliverables for each phase are the backbone of the contract. Then come the term, the fee and a payment schedule tied to delivery milestones; the consultant's responsibility for the accuracy of advice based on data supplied by the client; the client's right to use the reports, while the consultant keeps the author's moral rights; two-way confidentiality, including after the contract ends; and how to terminate, with payment for the work already completed.

A consulting fee clause written the right way

Article 3. Consulting fee and payment

Lump-sum consulting fee: 90,000,000 VND, exclusive of the personal income tax that Party A withholds at source as required by law. Instalment 1: 30% on signing and receipt of the work plan. Instalment 2: 40% after Party A accepts the current-state assessment report. Instalment 3: 30% on receipt of the complete set of pay scales and the presentation to the management board.

Each instalment is paid within 7 working days of the date Party A signs the acceptance record.

Ownership of results and confidentiality

The template states that the right to use the reports and consulting materials belongs to the client, while the consultant keeps the author's moral rights. The confidentiality section of the template is two-way and continues after the contract ends; a project that touches customer data, source code or unpublished financial figures should also have a non-disclosure agreement with a specifically listed scope.

What consultants should check before signing

  • The deliverables for each phase are described in measurable terms, with acceptance criteria and a deadline for the client to respond.
  • The fee states clearly whether it is before or after tax withholding; there is an advance as the first instalment to cover the cost of fact-finding.
  • Your responsibility is limited to the data the client provides; errors caused by the input data are not your fault.
  • There are no clauses on timekeeping, daily reporting or being directed like an employee; if there are, ask to switch to a labour contract with full entitlements.
  • You keep your own methods and templates, and you may cite the project in your portfolio if the client agrees.

To work out what you actually receive after withholding and compare it with the equivalent salary under a labour contract, use the personal income tax calculator and the gross to net salary calculator.

Common business mistakes with consulting contracts

The most serious mistake is using a consulting contract for someone who works full-time in the office under a direct superior, to avoid insurance; in a dispute, the relationship is held to be employment, and the business has to pay the contributions owed and everything else an employee would be due. The second is a lump-sum fee not tied to deliverables, so the full amount is paid with nothing to accept. The third is not withholding tax when paying fees to an individual. The fourth is not stating ownership, so the business cannot go on using the reports when it changes consultants.

Drafting a consulting contract on Việc Hot

  1. Choose the consulting template and the industry

    Management and consulting adds a clause on the confidentiality of management information; IT adds ownership of the product and source code.

  2. Fill in both parties, the scope, delivery milestones and fee

    Enter the consulting scope, meeting location, term, fee and payment schedule. Leave out fixed working hours if you do not want a warning about an employment relationship.

  3. Print or send the link

    Send the consultant a preview by link, finalise it, then print. The contract is saved in your account to reuse for future projects.

Frequently asked questions

No, because it is a service contract under the Civil Code, not an employment relationship. But if the client manages and directs the consultant like an employee, Article 13 of the Labour Code treats the contract as a labour contract and the insurance obligation arises.

The client withholds personal income tax at source before paying the fee; the template reminds you of the 10% rate on each payment of 2 million VND or more. At the end of the year, the consultant files their own tax finalisation if they have several sources of income.

Consulting is a type of service. The consulting template adds clauses on intellectual output, liability for expert advice, ownership of the reports and confidentiality, while the general service template focuses on the scope of work and acceptance.

It is not advisable. Full-time work, a superior directing the work and regular payments are hallmarks of a labour contract; calling it consulting does not change its nature, and the business may have to pay the insurance contributions owed.

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