Retainer AgreementConsultancy

Retainer Agreement Template for Consultancy Businesses (UK 2025)

Last updated: February 2025

Why Consultancy Businesses Need a Retainer Agreement

Consultancy retainers provide clients with ongoing access to advisory expertise for strategic guidance, board advisory roles, and continuous operational improvement. Unlike project-based engagements with defined deliverables, retainers offer access to the consultant's time and expertise on an as-needed basis. The agreement must clearly define availability commitments, response times, and the distinction between ad hoc advice covered by the retainer and structured advisory work requiring separate engagement terms.

Key Clauses for Consultancy

  • Monthly availability commitment and access methods
  • Response time guarantees for different query types
  • Distinction between ad hoc advice and structured advisory work
  • Confidentiality provisions for ongoing strategic access

Common Mistakes

  • Not defining the boundary between casual advice included in the retainer and substantive advisory work that should be separately scoped and charged
  • Failing to specify availability commitments, leaving the client unsure when they can access the consultant

Template Sections

  • Availability and response time commitments
  • Scope of retainer advice versus project work
  • Strategic confidentiality and conflict management

FAQ

What is included in a typical consultancy retainer?

A consultancy retainer typically includes a specified number of hours or days per month of the consultant's time, priority access for ad hoc queries via phone or email, attendance at a fixed number of meetings or board sessions, and brief reviews of documents or proposals. Structured advisory work such as formal reports, strategy development, or due diligence should be scoped separately under a SOW.

How should a consultancy retainer address conflicts of interest?

Include a conflict management clause requiring the consultant to disclose any new client engagements that may create a conflict. For retained advisory roles, consider whether the retainer should include a sector exclusivity element preventing the consultant from advising direct competitors during the retainer period. Balance exclusivity against the retainer fee level.

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This is guidance for UK businesses, not legal advice. Templates are illustrative. Consult a solicitor for complex matters.

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