Free Retainer Agreement Template

RETAINER AGREEMENT This Retainer Agreement (the "Agreement") is entered into as of [Effective Date] (the "Effective Date"), BETWEEN: [Service Provider Name], with a principal place of business at [Service Provider Address] (the "Service Provider"); AND [Client Name], with a principal place of business at [Client Address] (the "Client"). The Service Provider and the Client may be referred to individually as a "Party" and collectively as the "Parties." 1. RETAINER SCOPE AND SERVICES The Service Provider will provide: [Retainer Services Description] on a retained basis during the term. 2. MONTHLY HOURS AND ALLOCATION Each month includes up to [Monthly Retainer Hours] hours of services. Hours are allocated [Hours Allocation Method] and tracked in [Time Tracking Method]. 3. RETAINER FEE AND PAYMENT TERMS Monthly retainer fee: [Monthly Retainer Fee], due [Payment Due Timing]. Late payment may suspend services after [Suspension Notice Days] days' notice. 4. UNUSED HOURS AND ROLLOVER POLICY Unused hours: [Rollover Policy]. Expired hours are forfeited unless otherwise stated. 5. ADDITIONAL WORK AND OVERAGE RATES Work beyond included hours is billed at [Overage Hourly Rate] with Client approval for blocks exceeding [Overage Approval Threshold] hours per month. 6. REPORTING AND COMMUNICATION The Service Provider will provide [Reporting Cadence] summaries of work performed. Primary contacts: [Client Contact] and [Provider Contact]. 7. TERM, RENEWAL, AND TERMINATION Initial term: [Initial Term Length], auto-renewing unless either Party gives [Termination Notice Period] notice. Termination does not relieve Client of payment for the current period and approved overages. 8. CONFIDENTIALITY Each Party will protect confidential information received from the other and use it only to perform under this Agreement. 9. GOVERNING LAW This Agreement is governed by the laws of [Governing Law / Jurisdiction], without regard to conflict-of-law principles. The courts located in [Governing Law / Jurisdiction] will have exclusive jurisdiction over disputes arising out of or relating to this Agreement, unless the Parties agree in writing to mediation before litigation. 10. GENERAL (a) Entire Agreement. This Agreement constitutes the entire agreement between the Parties concerning its subject matter and supersedes prior or contemporaneous agreements on that subject. (b) Amendments. Modifications must be in writing and signed by both Parties. (c) Severability. If any provision is held unenforceable, the remaining provisions remain in effect. (d) Assignment. Neither Party may assign this Agreement without the other Party's prior written consent, except to a successor in connection with a merger, acquisition, or sale of substantially all assets. (e) Counterparts and Electronic Signatures. This Agreement may be executed in counterparts, including electronic signatures, each of which will be deemed an original. IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date. SERVICE PROVIDER Name: [Service Provider Name] Signature: _______________________________ Name of Signatory: _______________________ Title: ___________________________________ Date: ____________________________________ CLIENT Name: [Client Name] Signature: _______________________________ Name of Signatory: _______________________ Title: ___________________________________ Date: ____________________________________