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Retainer Agreement

This Retainer Agreement is a contract for the services of a consultant or independent contractor. It outlines the terms of the engagement, including services, payment structure, and termination conditions.

Updated 15d ago
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Company Letterhead

{{company_name}}

{{company_address}}

Phone: {{phone}}

Email: {{email}}

Website: {{website}}

Retainer Agreement

This Retainer Agreement (the 'Agreement') is made and entered into this {{day}} day of {{month}}, {{year}}, by and between:

{{client_company_name}}, a company duly incorporated and existing under the laws of {{jurisdiction_client}}, with its principal place of business at {{client_company_address}} (hereinafter referred to as the 'Client'); and

{{consultant_name}}, an individual/company duly existing under the laws of {{jurisdiction_consultant}}, with its principal place of business/residential address at {{consultant_address}} (hereinafter referred to as the 'Consultant').

The Client and the Consultant are hereinafter collectively referred to as the 'Parties' and individually as a 'Party'.

1. Scope of Services

1.1. The Client hereby engages the Consultant to provide the following services (the 'Services') as detailed in Schedule A attached hereto and forming an integral part of this Agreement: {{description_of_services}}.

1.2. The Consultant agrees to perform the Services with due care, skill, and diligence, in accordance with generally accepted professional standards and practices.

2. Term of Agreement

2.1. This Agreement shall commence on {{start_date}} and shall continue until {{end_date}}, unless terminated earlier in accordance with the provisions of this Agreement.

2.2. The Parties may agree to extend the term of this Agreement by mutual written consent.

3. Retainer Fee and Payment

3.1. In consideration for the Services provided by the Consultant, the Client shall pay the Consultant a non-refundable retainer fee of {{retainer_amount}} ({{currency}}) per {{payment_period}}, payable in advance on the {{payment_day}} of each {{payment_period}}.

3.2. Any additional services beyond the scope outlined in Schedule A shall be subject to separate agreement and additional fees.

3.3. All payments shall be made in {{currency}} to the bank account specified by the Consultant.

3.4. The retainer fee does not include Out-of-Pocket Expenses incurred by the Consultant. The Client agrees to reimburse the Consultant for all reasonable and necessary Out-of-Pocket Expenses incurred in the performance of the Services, provided such expenses are pre-approved by the Client and supported by valid receipts.

4. Confidentiality

4.1. The Consultant acknowledges that during the course of performing the Services, they may have access to confidential and proprietary information belonging to the Client. The Consultant agrees to keep all such information strictly confidential and not to disclose it to any third party without the prior written consent of the Client.

4.2. This confidentiality obligation shall survive the termination of this Agreement.

5. Intellectual Property

5.1. All intellectual property rights, including but not limited to copyrights, patents, and trademarks, arising from the Services performed by the Consultant under this Agreement shall belong to the Client.

5.2. The Consultant agrees to assign and transfer to the Client all such intellectual property rights upon request.

6. Termination

6.1. Either Party may terminate this Agreement by providing {{notice_period}} days' written notice to the other Party.

6.2. Notwithstanding clause 6.1, the Client may terminate this Agreement immediately upon written notice if the Consultant breaches any material term of this Agreement and fails to remedy such breach within {{cure_period}} days of receiving written notice from the Client.

6.3. Upon termination of this Agreement, the Consultant shall return to the Client all property, equipment, and confidential information belonging to the Client.

7. Independent Contractor Status

7.1. The Consultant is an independent contractor and not an employee of the Client. This Agreement does not create an employer-employee relationship, partnership, or joint venture between the Parties.

7.2. The Consultant shall be solely responsible for all taxes, social security contributions, and other statutory payments arising from the fees received under this Agreement.

8. Governing Law and Jurisdiction

8.1. This Agreement shall be governed by and construed in accordance with the laws of {{governing_law_jurisdiction}}.

8.2. Any dispute arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of {{governing_law_jurisdiction}}.

9. Entire Agreement

9.1. This Agreement constitutes the entire understanding between the Parties with respect to the subject matter hereof and supersedes all prior agreements, understandings, and negotiations, whether written or oral.

9.2. Any amendments or modifications to this Agreement must be in writing and signed by both Parties.

Signature Block

IN WITNESS WHEREOF, the Parties have executed this Agreement on the date first above written.

_____________________________

Client Company Name:

Represented by: {{client_authorised_signatory_name}}

Title: {{client_signatory_title}}

_____________________________

Consultant Name:

Represented by: {{consultant_authorised_signatory_name}}

Title: {{consultant_signatory_title}}

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