Unsigned draft · For review
Monthly retainer
Complete the bracketed details and review every clause before signing.
- The Business
- [Business legal name]
- The Client
- [Client legal name]
1. The services
Each month the Business provides the Client: [describe the services, and any hours included each month]. Work beyond these services is done only once the Client approves it, and is billed under Extra work.
2. Monthly fee
The Client pays [the monthly fee] each month. The Business invoices each month in advance on [the first day of the month], and each invoice is due within [7] days of its date. Hours included and not used in a month do not carry over to the next.
3. Extra work
Work beyond the monthly services is billed at [the hourly rate] per hour, in 15-minute increments, on the next monthly invoice. The Business does extra work only after the Client approves it in writing, which includes email.
4. Term and renewal
This agreement starts on [the start date] and continues month to month until either party ends it under Ending this agreement. The Business may change the monthly fee or the services from a month that starts at least 30 days after it tells the Client in writing, and the Client may end this agreement before the change applies.
5. Late payment
If an invoice under this agreement is not paid within 15 days after it is due, the Business may pause the work until it is paid, after telling the Client in writing, and any agreed dates move by the same amount. Pausing does not change what is owed.
6. Who owns the work
Rights in the work delivered in a month transfer to the Client automatically, and only, when the invoices for that month are paid, other than amounts the Client disputes in good faith in writing. The Business keeps its own pre-existing tools, code and know-how, and gives the Client a permanent, non-exclusive, royalty-free license to use, copy and change any of them that are part of the work delivered, and to let others do so for the Client. Third-party materials come with their own licenses, which the Business passes on.
7. Confidentiality
Each party keeps the other's non-public information confidential and uses it only for this work. This does not cover information that is public, that the receiving party already knew or developed on its own, or that the law requires it to disclose.
8. Ending this agreement
Either party may end this agreement with 30 days' written notice, or at once if the other party materially breaches it and does not fix the breach within 10 days of being told. The Client pays the monthly fee up to the end date, prorated for a part of a month, and any extra work it approved before then. A fee paid for a month the agreement does not reach is refunded within 14 days.
9. Limits of liability
Neither party is liable for indirect or consequential losses. Each party's total liability under this agreement is limited to the total fees under it. These limits do not apply to amounts the Client owes under this agreement, to fraud or willful misconduct, or where the law does not allow a limit.
10. Independent contractor
The Business works as an independent contractor. It decides how to do the work, pays its own taxes, and covers its own tools and expenses unless this agreement bills them to the Client.
11. Everything else
This agreement is these clauses and any change both parties approve in writing. If an invoice issued under it says something different, this agreement governs. It is governed by the laws of the place where the Business is based when the Client signs it. The parties indicate their agreement by signing below. Notice in writing includes email. If a part of it can't be enforced, the rest still applies. Electronic signatures and copies have the same effect as originals. Headings and the In short notes are reading aids only; the full text governs.
For the Business
Signature: __________________________
Name and title: _____________________
Date: ______________________________
For the Client
Signature: __________________________
Name and title: _____________________
Date: ______________________________
Unsigned draft prepared with BillGrid's free contract templates. Review and adapt the full agreement before either party signs.