# Retainer Agreement > Drafts retainer agreement templates with scope, hours, rollover policies, and termination terms for service providers. - Skill: `reaperinvest/retainer-agreement` (Agent Skill) - Install (CLI): `npx skillmds@latest add reaperinvest/retainer-agreement` - Raw SKILL.md: https://api.skillmd.com/api/skills/reaperinvest/retainer-agreement/raw - Safety review: pending - Works with: Claude Code, Claude.ai, OpenAI Codex - Category: Coding & Dev Tools - Author: reaperinvest (https://skillmd.com/u/reaperinvest) - Updated: 2026-09-22 - Page: https://skillmd.com/skills/reaperinvest/retainer-agreement --- # Retainer Agreement ## When to Use This Skill Use this skill when you need to: - Draft a retainer agreement for ongoing client services - Define scope, hours, and deliverables for a monthly retainer - Establish rollover policies, overage rates, and billing terms - Create termination and renewal clauses that protect both parties **DO NOT** use this skill for project-based contracts, employment agreements, or legal compliance documents. This is a business template — always have a lawyer review before signing. --- ## Core Principle A STRONG RETAINER AGREEMENT PROTECTS YOUR TIME AND THE CLIENT'S EXPECTATIONS — AMBIGUITY IN SCOPE IS THE #1 CAUSE OF RETAINER RELATIONSHIPS BREAKING DOWN. --- ## Phase 1: Agreement Parameters ### Required Inputs | Input | What to Ask | Default | |-------|------------|---------| | **Service type** | "What services does the retainer cover?" | No default — must be provided | | **Monthly hours or deliverables** | "How many hours per month, or what specific deliverables?" | 20 hours/month | | **Monthly rate** | "What is the monthly retainer fee?" | No default — must be provided | | **Contract term** | "What is the initial commitment — 3 months, 6 months, ongoing?" | 3-month initial term | | **Client name** | "Who is the client?" | No default — must be provided | **GATE: Confirm all parameters before drafting the agreement.** --- ## Phase 2: Agreement Structure ### Retainer Agreement Template ``` ## RETAINER AGREEMENT **Effective Date:** [Date] **Service Provider:** [Your name/business] **Client:** [Client name/business] ### 1. SERVICES Provider agrees to perform the following services: - [Service 1 — be specific] - [Service 2] - [Service 3] **Included:** [Specific tasks, meeting attendance, revisions, etc.] **Excluded:** [Tasks that require separate quotes or are out of scope] ### 2. RETAINER FEE AND PAYMENT - Monthly retainer fee: $[amount] - Payment due: [1st/15th] of each month, in advance - Payment method: [ACH, credit card, invoice] - Late payment fee: [1.5% per month on overdue balances] ### 3. HOURS AND ALLOCATION - Monthly allocation: [X] hours per month - Hour tracking: Provider will track time and share a monthly summary - Rollover policy: [See Phase 3 options] - Overage rate: $[X]/hour for work exceeding the monthly allocation - Overage approval: Provider will notify Client before exceeding allocation ### 4. TERM AND RENEWAL - Initial term: [X] months beginning [start date] - Renewal: Automatically renews month-to-month after the initial term - Rate changes: Provider may adjust rates with [30/60] days written notice ### 5. TERMINATION - Either party may terminate with [30] days written notice - Upon termination: Provider completes work in progress through the current billing period - No refund for partial months unless terminated by Provider ### 6. INTELLECTUAL PROPERTY - All work product created under this retainer is owned by Client upon full payment - Provider retains the right to display work in portfolio unless otherwise agreed ### 7. CONFIDENTIALITY - Both parties agree to keep proprietary information confidential - This obligation survives termination of the agreement ### 8. LIMITATION OF LIABILITY - Provider liability is limited to the total fees paid under this agreement - Provider is not liable for indirect, consequential, or lost profit damages ``` --- ## Phase 3: Policy Options ### Rollover Policies Choose one model: | Policy | How It Works | Best For | |--------|-------------|----------| | No rollover | Unused hours expire at month end | Simple, predictable for provider | | Partial rollover | Up to 25-50% of unused hours roll to next month, cap at 1 month | Balanced flexibility | | Full rollover | All unused hours roll forward, expire after 90 days | Client-friendly, complex to track | | Deliverable-based | No hours — fixed deliverables each month, no rollover concept | Productized services | ### Overage Handling ``` ## Overage Options **Option A — Premium Rate:** Hours beyond allocation billed at 125-150% of the effective hourly rate. Client notified at 80% utilization and must approve overages in writing. **Option B — Block Purchase:** Client can purchase additional 5-hour or 10-hour blocks at the retainer rate. Blocks expire at end of month. **Option C — Scope Adjustment:** If work consistently exceeds allocation, parties discuss upgrading to a higher retainer tier rather than billing overages. ``` --- ## Phase 4: Finalization ### Agreement Checklist - [ ] Services are specifically defined (not vague "marketing support") - [ ] Hours or deliverables are quantified - [ ] Rollover and overage policies are stated clearly - [ ] Payment terms include due date, method, and late fees - [ ] Termination notice period is specified - [ ] IP ownership is addressed - [ ] Confidentiality clause is included - [ ] Both parties sign and date ### Onboarding After Signing Once the retainer is signed: 1. Schedule a kickoff meeting to align on priorities for month one 2. Set up a shared communication channel (Slack, email thread) 3. Establish a monthly check-in cadence for reviewing hours and priorities 4. Send the first invoice per the agreed schedule ### Monthly Reporting Template ``` ## Monthly Retainer Report — [Month] **Client:** [Name] **Hours allocated:** [X] **Hours used:** [X] **Hours remaining:** [X] **Rollover from last month:** [X] ### Work Completed - [Task 1] — [X] hours - [Task 2] — [X] hours ### Upcoming Priorities - [Priority 1] - [Priority 2] ### Notes - [Any scope concerns, overage alerts, or adjustment recommendations] ``` --- ## Anti-Patterns - **Vague scope** — "general marketing support" invites scope creep. List specific services and explicitly state what is excluded. - **No overage protection** — without a cap or approval process, you will work free hours when projects expand. - **Monthly billing in arrears** — always bill retainers in advance. Chasing payment after work is done weakens your position. - **No termination clause** — either party should be able to exit with reasonable notice. Trapping a client breeds resentment. - **Skipping monthly reports** — clients who do not see what they are paying for will question the retainer's value. - **No annual rate review** — retainers that stay at the same rate for years mean you are earning less as your costs and skills grow. --- ## Recovery - **Client wants to reduce the retainer:** Discuss which services to cut rather than just lowering the fee. Protect your effective hourly rate. - **Scope creep happening:** Reference the agreement's scope section. Offer to quote the additional work separately or propose a retainer upgrade. - **Client consistently under-utilizes hours:** Proactively suggest projects that use the allocation. If under-use persists, discuss right-sizing the retainer. - **Late payments recurring:** Enforce the late fee clause. If it continues, require prepayment or pause work until payment is received. - **Client wants to terminate early:** Honor the notice period and provide a professional transition. A good exit leads to referrals.