Consultancy agreement in Austria: Template, Key Clauses and Local Law (2026)

The short answer A consultancy agreement in Austria is a business-to-business contract engaging an independent consultant to provide advice or expert services for a fee. Depending on what is owed, it takes the form of either a Werkvertrag, where the consultant owes a defined result such as a report or a system, or a freier Dienstvertrag, where the consultant owes advisory services over time. Both sit on the Civil Code (ABGB) and the principle of freedom of contract. The two things a good consultancy agreement must get right are a clear scope with the consultant kept genuinely independent, so the arrangement is not mistaken for employment, and clean terms on fees, liability, intellectual property and confidentiality. ## What law governs the contract There is no dedicated statute for consultancy in Austria. The ABGB supplies the default rules on performance, the duty of care, warranty where a result is owed, liability and termination, and the parties fill in the rest. A consultant who gives regulated advice, for example tax advice or legal advice, must also hold the relevant professional qualification and follow the rules of that profession, so the agreement should not promise services the consultant is not permitted to give. As with any independent engagement, two background points apply. VAT (Umsatzsteuer) usually applies to the fee, so state whether the fee is exclusive or inclusive. And social insurance follows the real relationship: an independent consultant is generally insured as self-employed through the SVS and is responsible for their own tax and contributions. ## Werkvertrag or freier Dienstvertrag A consultancy that produces a concrete deliverable, such as a strategy document, a valuation or a piece of software, usually fits a Werkvertrag, where the result is owed and accepted and warranty rules apply. A consultancy that provides ongoing advice, mentoring or availability usually fits a freier Dienstvertrag, where effort over time is owed and payment does not depend on a single result. Name the type and draft to match, because it changes how acceptance, warranty and payment work. ## The clauses that matter most Scope of services. Describe the advice or deliverables precisely, and say what is out of scope. For a result-based engagement, define the deliverable and how it is accepted. Fees and expenses. Set the fee (hourly, daily or fixed), whether VAT is included, how expenses are handled, the invoicing schedule and the payment deadline, with late-payment interest for business debts. Duty of care and liability. A consultant owes professional care. Agree a cap on liability, which is generally valid except for intent and, usually, gross negligence, and consider requiring professional indemnity insurance. Intellectual property. Austrian copyright stays with the creator unless rights are granted, so assign or licence the deliverables to the client expressly, and address pre-existing materials the consultant brings. Confidentiality. Protect the client's information with a confidentiality clause, backed by the trade-secret rules in the Unfair Competition Act. Independence. Confirm the consultant works autonomously, uses their own tools, may use substitutes, and is responsible for their own tax and insurance. This reflects the deal and helps resist a misclassification claim. Term and termination. Set duration, renewal, notice and what happens to fees and work in progress on termination. ## A simple template outline A sound Austrian consultancy agreement runs in this order: parties; recitals and contract type; scope of services and, where relevant, deliverables and acceptance; fees, expenses, VAT and payment; duty of care, liability cap and insurance; intellectual property, including pre-existing materials; confidentiality and data protection; the consultant's independence and own responsibility for tax and insurance; term and termination; and governing law and jurisdiction, usually Austria with the contract in German or bilingual. ## Common mistakes and red flags The sharpest risk is the same as for any independent engagement: treating the consultant like an employee, with fixed hours, close instruction and integration into the team, which invites reclassification as Scheinselbststaendigkeit and back payment of social contributions. Other frequent failures are a vague scope that makes it unclear what was promised, silence on intellectual property that leaves the client without rights in the deliverables, no liability cap so exposure is open-ended, and promising regulated advice the consultant cannot lawfully give. A precise scope, a sensible liability cap, clear IP terms and genuine independence avoid most of these. ## Scoping advice so it is usable and the risk is bounded Consultancy disputes rarely turn on whether advice was given; they turn on what the advice covered and who was entitled to rely on it. A strong Austrian consultancy agreement therefore does more than name the subject. It records the assumptions the advice rests on, the information the consultant was given and relied on, and any limits on scope, so that a later change in facts does not become the consultant's problem. Where the deliverable is a report, it is common to state that it is prepared for the client and for the agreed purpose only, and that third parties may not rely on it without the consultant's written consent. The commercial terms should match the shape of the work. A fixed fee suits a defined deliverable; a time-based fee suits open-ended advice, in which case a cap or an estimate with a re-approval point protects the client from surprise. Milestones and acceptance keep payment aligned with progress. Pairing a clear scope with a sensible liability cap and, for higher-risk advice, professional indemnity insurance, keeps the consultant's exposure proportionate to the fee rather than open-ended, which is both fairer and easier to agree. This page is general information, not legal advice. Laws change and the right answer depends on your facts, so confirm the current position with a qualified lawyer in the relevant jurisdiction before you sign. ## Keeping it all in one place Beneath the clauses sits an organisational problem. A consultancy agreement rarely travels alone. It comes with a scope or statement of work, change requests, invoices, the confidentiality and intellectual property terms, and a record of what was agreed and delivered. When those are spread across email and drives, the version that is actually in force gets hard to trust, and duties such as a deliverable date, a renewal notice or a liability cap quietly slip out of view. Drafting, reviewing for risky terms, keeping versions straight and tracking the key dates are the same job, and it is easier when it lives in one workspace rather than across five disconnected tools. That single-workspace idea is what Adira is built around: draft, understand, edit, track and govern a contract in one place, tuned to how your company contracts. Adira is India-first today, with other jurisdictions on its roadmap, so for Austrian-specific rules you should still rely on local counsel and local templates. The point worth taking from this page is the direction: contracts you can trust are the ones that stay in one place, in step, with their deadlines in view.