Free retainer agreement template for agencies and service businesses

The file, plyntum-retainer-agreement-template.docx, opens in Word, Google Docs and Pages and contains no macros. It also comes in Georgian. It has 15 sections:

1. Parties: legal names, registration numbers, representatives and one contact on each side.
2. Services and monthly deliverables: what the client receives each month, counted in posts, reports or calls.
3. Term and renewal: the start date, an initial term and automatic renewal.
4. Included hours, rollover and overage: the monthly hour cap, what happens to unused hours, the overage rate and a written warning at 80%.
5. Out-of-scope work and change requests: a written request, a written estimate and approval before work starts.
6. Client responsibilities and approvals: access, consolidated feedback, response times and revision rounds.
7. Fees, invoicing and payment: the monthly fee, invoice date, payment terms, expenses and late payment.
8. Monthly reporting: deliverables, hours, approved changes, results and next month’s plan.
9. Intellectual property: transfer or licence once the client has paid, with two options.
10. Confidentiality: what is covered and for how long.
11. Termination: the notice period, work in progress, the final invoice and unused hours.
12. Limitation of liability: a cap for your lawyer to set.
13. Governing law and disputes: the law, the court or arbitration, and how notices are sent.
14. General provisions: entire agreement, written changes, force majeure and copies.
15. Signatures: legal name, name, position, signature and date for both parties.

Square brackets mark what to fill in or choose. Grey notes explain the choices; delete them before you send the agreement. The example text comes from a social media and paid advertising retainer.

A retainer agreement is a contract for ongoing work. The client pays a fixed fee every month, and you commit to a defined set of services, deliverables or hours for that fee. It suits work that repeats: social media, paid ads, SEO, PR, website care, or marketing and finance consulting.

Service businesses usually need three documents, and each does a different job:

Use a scope of work when a website or a campaign has a clear finish line. Use a retainer agreement when the same client needs you every month and the work renews. Many agencies use both: the new site is a project, and its care afterwards is a retainer.

In law firms, a retainer usually means an advance payment held against future fees. This template is the agency kind: a fixed monthly fee for a defined scope.

The numbers below are an example, not a benchmark. A client pays $3,000 a month for 30 included hours, which is $100 an hour. The overage rate is $110 an hour, set above the included rate so that extra hours never cost the client less than the hours in the fee. Unused hours roll over to the next month only, up to 6.

In October the team delivers 36 hours: the agreed posts, plus a product launch the client asked for in the middle of the month.

Now the cost side. If the team’s loaded cost is $55 an hour, 30 hours cost $1,650 and leave $1,350, a 45% margin. Thirty-six hours cost $1,980. Billed as overage, the month leaves $1,680 on $3,660, or 46%. Absorbed into the fee, it leaves $1,020 on $3,000, or 34%. Six unbilled hours take 11 points off the margin. Work out your own loaded cost with the hourly rate calculator.

Three rules keep the numbers honest:

• Cap rollover. One month, a fixed number of hours. An open-ended bank of unused hours becomes a debt of work, called in at the worst moment.
• Warn before you go over. The template sets a written warning at 80% of the month’s hours and a limit of 5 hours over without approval, so overage never arrives as a surprise.
• Count every hour. Meetings, reporting and account management use the hours too. If nobody records them, the retainer looks healthier than it is. See billable hours for what to count.

Deliverables written as effort. “Ongoing social media support” cannot be counted or checked. “12 posts a month, content plan approved by the 25th” can.

No hour cap, or a cap with no overage rate. Without both, every extra hour is free. The client is not being unfair; the agreement simply never priced those hours.

Changes agreed in chat. A quick request in a message becomes part of the monthly work by habit. Most scope creep starts this way. A written request and a written estimate stop it.

No deadline for approvals. When feedback takes two weeks, your deadlines slip and the month’s hours go on waiting. Set response times, and say what happens when they pass.

No rule for work in progress at termination. Without one, the last month turns into an argument about half-finished work and unused hours. Decide in advance what is completed, what is handed over and what is invoiced.

A signed agreement protects you only if each month is tracked against it. In PLYNTUM:

• The client record holds the retainer. The client record keeps the retainer, contacts, projects, hours and invoices together.
• Monthly deliverables become recurring tasks. Set up the posts, the report and the planning call as recurring task templates with assignees and deadlines, so each month starts with the agreed work in place.
• Hours go against the client. People record time on the client’s tasks with the manual timer or a timesheet, on every plan. From Core, managers approve timesheets, so the hours in the monthly report are checked ones.
• Extra asks go through requests. In requests and approvals, each out-of-scope request gets an owner and a recorded decision, and an accepted request becomes a task linked to the client.
• The fee is invoiced on schedule. From Core, recurring invoices issue the monthly fee without anyone having to remember it. Put overage on a separate invoice; basic invoices and payments are on every plan.
• The client sees the terms. From Core, the client portal is a read-only private link that shows the client’s projects, invoices, payments and balance, along with the retainer fee and contracted deliverables.
• You see the margin. From Core, approved hours are multiplied by each person’s loaded cost rate and set against the fee and direct costs. The result is contribution before overhead, not net profit.

Launch costs $55 a month for 5 members and has a 7-day free trial with no card. Core, which adds timesheet approval, recurring invoices, the client portal and profitability, costs $150 a month for 10 members, or $120 a month billed annually. See pricing.

• Not legal advice. It is a practical starting point. Have a lawyer review it before you sign, especially intellectual property, liability, late payment and termination.
• Not checked against any one country’s law. Rules on automatic renewal, late payment interest, transfer of copyright and liability caps differ between countries and states. If Georgian law governs the agreement, ask a lawyer to check the terms against the Civil Code of Georgia.
• Not a law-firm retainer. It does not cover advance fee deposits or client trust accounts.
• Not a data processing agreement. If you handle the client’s customer data, you will need one alongside it.

PLYNTUM does not draft, negotiate or e-sign contracts. Keep the agreement in Word or Google Docs and run the work in PLYNTUM.