Free Consulting Retainer Agreement Template [Docs / DOCX]

As a consultant, you probably oversee the businesses of a client or two alongside your agency responsibilities or commitment to a company. You may advise on positioning for Company A and help Company B shape its buyer persona based on data. 

Regardless of your industry, you need a retainer agreement to establish what you’re doing for a company and how you’ll be paid. In this article, you’ll learn what a retainer agreement is, why you need it, and the clauses you should keep in mind while designing your contract.

What is a Consulting Retainer Agreement? 

A consulting retainer agreement is a formal contract between a consultant (you) and their client that outlines the terms of their ongoing working relationship. 

Under this agreement, the client pays a recurring fee—which can be monthly or quarterly—in exchange for your consulting services in business strategy, marketing, cybersecurity, financial advising, or any other niche. 

Unlike a project-based contract, a retainer reassures both parties of continuous collaboration and sets clear expectations on the task and deliverables throughout the contract's duration. 

Why Do You Need a Consulting Retainer Agreement? 

Your clients need your expertise to grow their business, but misunderstandings about how you should help, your limits, and other ambiguities can happen. When these happen, you need a formal agreement to fall back on, an agreement that can set everything straight. Some of the reasons why you should get a retainer agreement is because: 

• It clarifies the full scope of your consulting services. A retainer agreement is a statement of your specific deliverables, deadlines, and contract duration. 

Clarifying what you’ll do for a company helps you stay aligned on your role and how it helps the company move forward. 

• It protects you against scope creep. Without a formal agreement, some clients may ask you for “a little bit” more services than agreed. I’ve spoken to consultants who have had to train staff on specific skills, which was 100% outside the scope of their relationship. 

While this is okay, a retainer agreement helps you document all your activities for the company to avoid any additional services you won’t be paid for. 

It also sets the stage for any extra services you may offer outside the initial scope, and how those services will be billed. 

For example, you work in cybersecurity as an incident response and forensic expert. You consult for an e-commerce company that wants to put you on a retainer so they can have you on speed dial when something happens. However, your agreed scope of services may be limited to specific attacks — this doesn’t mean they won’t have other needs for you. 

They may need you to help them assess their cloud architectures, and mentioning that they will pay for this specific service as an isolated one is how you protect your business interest. 

You can either write a separate contract on how you’ll bill for the extra work or use our client portal to create an add-on service. 

• If you’re a consultant, you most likely have other sources of income. Regardless, a retainer agreement is a way to secure your financial interest in exchange for your commitment to a client (or a company). 

📌 Tip: Here is what you can do to get paid faster and what to do when client doesn’t pay. 

Disadvantages of Not Using a Consulting Retainer Agreement

You may have possibly discussed business with a potential client on a social media platform or at a conference. This is not enough to keep you legally bound to them. You need a retainer agreement to clarify what you’ll do and how you will help. And if you don’t have one, one of these things may happen to you: 

1. The client may get the wrong message and not truly understand what you will do for them. This means they may expect more from you but pay you less. 
2. The client may pay less than what you believe you should be paid for based on the initial conversations. This could happen if you don’t communicate a specific fee for your services to the company. 
3. It may introduce scope creep. If you’re a forensic consultant and your work is to help the company make sense of an attack and where it came from, it’ll be a stretch when the client asks that you train their team on how to spot these attacks before they happen. 
4. Lastly, it can lead to legal protection in cases of disputes. The disputes could be related to payment delays. I have read about agencies that sued their ex-client who refused to pay because they believed the agency hadn’t finished their work. The agency won, but it took over a year, and having a retainer agreement saved them other filings. 

Key Components of Your Consulting Retainer Agreement

If you’ve decided to use a retainer agreement, you must ensure it has all necessary components and covers all bases. These components are: 

• All Parties Involved: Write down your business name and the client’s name. You should include each party's roles (you as a consultant & Service Provider and the client's business as the Client), contact details, and any other relevant information at the top. 
• Scope of Services: Write the exact consulting services you’re offering to avoid ambiguity on what the client will enjoy. 

Add the deliverables for each service clearly. Instead of writing an ambiguous deliverable, like “Offer project management support", write that you will “Oversee the entire project lifecycle to develop new app feature, including hiring and working with contractors, ensuring regulatory compliance, and providing bi-weekly status reports on the progress.” 

A specific scope of service helps you avoid scope creep and ensures both parties understand the exact deliverables. 

• Payment Terms: State how you want to be paid. This could be monthly, per milestone, or quarterly. 

If it is per milestone, articulate what a milestone is and how it’ll be calculated. 

• Deliverables and Timelines: Be specific about the timelines for what you’re offering. The more specific you are, the better, so the client can schedule hours in their calendar dedicated to feedback from you. 
• Duration and Termination Clause: This clause should state the duration of the contract and the conditions for renewal or termination. You should include a 30-day notice period for termination so both parties can wrap up ongoing projects. 
• Client Responsibilities: Write your client’s roles and responsibilities in helping you do your work better. Include that failure to provide these requirements will be considered a breach of contract from their end which could affect project timelines. 
• Confidentiality and Non-Disclosure: During the contract, clients will inevitably share sensitive information with you—confidential financial reports, upcoming business strategies, or proprietary data they don't want to disclose to the public. You must protect this information to build trust and maintain professionalism. 
• Dispute Resolution: Write a clear process for resolving any dispute. This is usually mediation, especially if it's a misalignment issue. Regardless of what the issues could be, have a clause that protects you and your client from ugly legal battles (which should be the last resort). 
• Signatures and Date: Provide space at the end of the page for you and your client to sign and date the agreement. This makes it legally binding. 

Tips and Best Practices for Creating a Consulting Retainer Agreement

Here are some best practices when crafting your consulting retainer agreement:

• Be specific about your services. Avoid making vague statements and clearly outline the services you’ll provide. For example, rather than write “business consulting” as your scope of service, specify the number of review sessions, reports, and strategic meetings you’ll partake in. 
• Clarify payment terms. Write when and how payments should be made. This will help you align with the client’s preferred payment method from the start. 
• Include how you would like to communicate. Let your client know how often they can expect updates and if you prefer to communicate through emails, calls, or meetings. 
• Prepare and include a clause that you can offer add-on services. Many clients may require extra services as their needs evolve. Explain how add-on services will be billed in that clause. You can create an add-on service easily with ManyRequests and bill for the additional work. 
• Review your agreement regularly. As your consulting business grows, your services and fees may change. Update your retainer regularly to ensure it reflects your current offerings. 
• Get a professional opinion. It's always a good idea to have a lawyer review your agreement before you send it in to ensure it is legally sound and protects your interests. 

How to Use Our Free Consulting Retainer Agreement Template

Our retainer agreement template is designed to help you create a contract that’s easy to customize and use for your consulting business.

Here’s how to get started:

• Edit the text to include your name, address, and other relevant details.
• Customize the scope of services to the exact consulting services you provide (business strategy, financial planning, legal advice). 
• Add your brand element, including logo and colors. 
• Review it thoroughly to reflect all the discussions you've had with the client before sending it in. 

Wrap-Up

A consulting retainer agreement is important to secure your business interests in case of misalignment during the contract's duration. A contract that defines the scope of your services, payment terms, and deliverables can also establish that the relationship with the client is strictly a professional one. 

With that out of the way, manage your client relationships, projects, and payments more efficiently with ManyRequests. Want to see how ManyRequests can help your consulting business scale? Sign up for a free 14-day trial and experience it firsthand.