Hourly Retainer Agreement Template for England and Wales

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Key Requirements PROMPT example:

Hourly Retainer Agreement

"I need an Hourly Retainer Agreement for my IT consultancy business to provide ongoing technical support services to a medium-sized financial services company, with a minimum commitment of 20 hours per month and quarterly reviews of service levels."

Document background
The Hourly Retainer Agreement is designed for situations where regular, ongoing professional services are required but the exact scope or volume may vary month to month. This agreement, governed by English and Welsh law, provides a framework for charging services on an hourly basis while maintaining a committed professional relationship. It typically includes detailed provisions for service scope, hourly rates, minimum commitments, billing procedures, and service levels. This type of agreement is particularly useful for professional services where the workload may fluctuate but regular access to expertise is essential.
Suggested Sections

1. Parties: Identification and details of the contracting parties

2. Background: Context and purpose of the retainer arrangement

3. Definitions: Key terms used throughout the agreement

4. Services: Detailed description of services to be provided

5. Fees and Payment Terms: Hourly rates, billing procedures, and payment terms

6. Term and Termination: Duration and termination provisions

7. Obligations of the Parties: Key responsibilities of each party

8. Confidentiality: Provisions for protecting confidential information

9. Liability and Indemnification: Limitations of liability and indemnification obligations

10. General Provisions: Standard boilerplate clauses including governing law, notices, and assignment

Optional Sections

1. Service Levels: Specific performance metrics, use when detailed service standards are required

2. Intellectual Property: IP ownership and licenses, include when creative or technical work is involved

3. Non-Compete: Restrictions on competition, use when protecting business interests

4. Insurance: Insurance requirements, include for high-risk services

5. Data Protection: Specific provisions for handling personal data, required when processing personal information

Suggested Schedules

1. Schedule of Services: Detailed breakdown of services to be provided

2. Rate Card: Detailed breakdown of hourly rates and charging structure

3. Key Personnel: List of key individuals providing services, if applicable

4. Service Level Requirements: Detailed performance metrics and standards, if applicable

5. Change Control Procedure: Process for implementing changes to services or rates

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Clauses
Relevant Industries
Relevant Teams
Relevant Roles
Industries

Common Law Contract Principles: Fundamental principles of contract formation under English common law, including offer, acceptance, consideration, and intention to create legal relations

Contracts (Rights of Third Parties) Act 1999: Legislation governing how third parties may enforce terms of a contract to which they are not a direct party

Unfair Contract Terms Act 1977: Controls the use of exclusion and limitation clauses in contracts, setting out which terms may be unfair or unenforceable

Consumer Rights Act 2015: Legislation protecting consumer rights in contracts, applicable if the retainer agreement is with a consumer rather than a business

Employment Rights Act 1996: Key employment legislation to consider to ensure the retainer agreement doesn't inadvertently create an employment relationship

IR35 Legislation: Tax legislation relevant when engaging contractors through personal service companies, determining employment status for tax purposes

Agency Workers Regulations 2010: Regulations ensuring equal treatment for agency workers, may be relevant depending on the nature of the retainer arrangement

Late Payment of Commercial Debts (Interest) Act 1998: Legislation governing interest charges on late commercial payments and compensation for debt recovery costs

Value Added Tax Act 1994: Legislation governing VAT obligations and requirements in commercial transactions

UK GDPR: Data protection regulation governing how personal data must be handled and processed

Data Protection Act 2018: UK's implementation of data protection requirements, working alongside UK GDPR

Limitation Act 1980: Sets statutory time limits for bringing different types of legal claims

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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