This Agreement is entered into as of [Date] between [Agency Legal Name] ("Agency") and [Client Legal Name] ("Client").

1. Services

Agency will provide the services described in the accepted proposal dated [Date] and/or any Statement of Work executed under this Agreement (collectively, the "Services").

2. Term

This Agreement begins on [Start Date] and continues until terminated as described in Section 7, or until the Statement of Work is completed, whichever applies.

3. Fees & Payment

Client will pay Agency [$amount per month / per the fee schedule in the Statement of Work]. Invoices are due within [15/30] days of receipt. Late payments accrue interest at [X]% per month or the maximum allowed by law.

4. Intellectual Property

Upon full payment, Client owns the final deliverables created specifically for Client under this Agreement. Agency retains ownership of its pre-existing tools, templates and methodologies used to create the deliverables.

5. Confidentiality

Each party agrees to keep the other's confidential information private and use it only for purposes of this engagement, both during the Agreement and for [2] years after it ends.

6. Limitation of Liability

Neither party's total liability under this Agreement will exceed the total fees paid by Client in the [3/6] months preceding the claim, except for breaches of confidentiality or indemnification obligations.

7. Termination

Either party may terminate this Agreement with [30] days' written notice. Client will pay for all Services performed and expenses incurred through the termination date.

8. Governing Law

This Agreement is governed by the laws of [State/Country], without regard to conflict-of-law principles.

9. Engagement schedule

• Campaign and channels: [Agreed campaign and channel scope]

• Creative approvals: [Approver and review window]

• Media budget: [Client-funded budget and billing owner]

• Reporting cadence: [Dashboard and review dates]

Signatures

Agency: ___________________ Date: ______

Client: ___________________ Date: ______

This Agreement is entered into as of [Date] between [Agency/Consultant Legal Name] ("Provider") and [Client Legal Name] ("Client").

1. Retainer Scope

Provider will make available up to [X hours] per month, or the following recurring deliverables: [list], for the fee described in Section 2.

2. Fees & Billing

Client will pay $[amount] per month, invoiced [in advance / in arrears] on the [1st] of each month. Payment is due within [15] days of invoice date.

3. Unused Time / Rollover

Unused hours or scope in a given month [do not roll over and expire at month end / roll over up to a maximum of X hours into the following month]. This section should be set deliberately — it's the most common source of retainer disputes.

4. Overage

Work requested beyond the monthly retainer scope will be billed at $[rate]/hour, or scoped as a separate project, at Provider's discretion, and confirmed with Client before proceeding.

5. Term & Renewal

This Agreement begins on [Start Date] for an initial term of [X months], then automatically renews month-to-month unless either party gives [30] days' written notice.

6. Termination

Either party may terminate with [30] days' written notice. If terminated mid-month, Client is responsible for fees for the full month in which notice is given, unless otherwise agreed.

7. Confidentiality & IP

Standard confidentiality applies to both parties. Deliverables created specifically for Client become Client's property upon payment for the applicable month.

8. Engagement schedule

• Reserved capacity: [Hours or deliverables per month]

• Request queue: [Submission and prioritization process]

• Unused capacity: [Agreed carryover policy]

• Review cadence: [Monthly service review date]

Signatures

Provider: ___________________ Date: ______

Client: ___________________ Date: ______

This Statement of Work ("SOW") is entered into as of [Date] under the Master Services Agreement between [Agency/Provider Legal Name] and [Client Legal Name] dated [MSA Date], and is governed by its terms.

1. Project Overview

[1-2 sentences describing the project.]

2. Deliverables

• [Deliverable 1 — specific and measurable]

• [Deliverable 2]

• [Deliverable 3]

3. Acceptance Criteria

Client will review each deliverable within [5] business days of delivery and provide written acceptance or specific, written feedback. A deliverable is deemed accepted if Client does not respond within this window.

4. Timeline & Milestones

Milestone 1 — [Deliverable]: [Date], $[amount or %]

Milestone 2 — [Deliverable]: [Date], $[amount or %]

Milestone 3 — [Deliverable]: [Date], $[amount or %]

5. Fees

Total fee under this SOW: $[amount], invoiced per milestone above upon acceptance.

6. Change Orders

Any change to the deliverables, timeline, or fees described above requires a written Change Order signed by both parties before the change is implemented.

7. Governing Terms

All terms of the Master Services Agreement dated [MSA Date] apply to this SOW. In the event of a conflict, this SOW governs for matters specific to this project.

8. Engagement schedule

• Work package: [Deliverable and accountable owner]

• Acceptance evidence: [Test or review criteria]

• Dependencies: [Access, data and client inputs]

• Change control: [Estimate and approval process]

Signatures

Provider: ___________________ Date: ______

Client: ___________________ Date: ______

This Agreement is entered into as of [Date] between [Consultant Legal Name] ("Consultant") and [Client Legal Name] ("Client").

1. Services

Consultant will provide the services described in the proposal dated [Date] (the "Services"), which is incorporated into this Agreement by reference.

2. Independent Contractor Status

Consultant is an independent contractor, not an employee, agent, or partner of Client. Consultant is responsible for their own taxes, insurance, and benefits. Nothing in this Agreement creates an employment relationship.

3. Fees & Expenses

Client will pay Consultant [$rate/hour, or a fixed fee of $amount], invoiced [weekly/bi-weekly/monthly], due within [15] days. Pre-approved expenses will be reimbursed at cost upon submission of receipts.

4. Confidentiality

Consultant will not disclose Client's confidential information to any third party, and will use it only to perform the Services. This obligation survives termination of this Agreement for [3] years.

5. Intellectual Property

Work product created specifically for Client under this engagement belongs to Client upon payment. Consultant retains ownership of pre-existing frameworks, tools, and methodologies used in delivering the Services.

6. Term & Termination

This Agreement begins on [Start Date] and continues until the Services are complete or either party terminates with [X days'] written notice.

7. Limitation of Liability

Consultant's total liability under this Agreement will not exceed the total fees paid by Client under this Agreement.

8. Governing Law

This Agreement is governed by the laws of [State/Country].

9. Engagement schedule

• Decision mandate: [Question and intended outcome]

• Stakeholder access: [Sponsor and interview participants]

• Evidence sources: [Required reports and business data]

• Readout and handover: [Decision memo and workshop date]

Signatures

Consultant: ___________________ Date: ______

Client: ___________________ Date: ______

This Agreement is entered into as of [Date] between [Developer/Studio Legal Name] ("Developer") and [Client Legal Name] ("Client").

1. Services

Developer will design, build and deliver the software described in the Statement of Work dated [Date] (the "Software"), incorporated by reference.

2. Fees & Milestones

Client will pay the fees and follow the milestone schedule set out in the Statement of Work. Invoices are due within [15] days.

3. Intellectual Property

Upon full payment, Developer assigns to Client all right, title and interest in the source code created specifically for this project. Developer retains rights to any pre-existing tools, libraries, or frameworks used, and grants Client a perpetual license to use them as incorporated into the Software. Third-party and open-source components remain subject to their own licenses.

4. Acceptance Testing

Client will test each milestone deliverable within [5] business days and report any deviations from the agreed specification in writing. Developer will correct reported deviations before the milestone is considered complete.

5. Warranty

Developer warrants the Software will perform substantially as specified for [30] days after launch. Bugs reported within this period will be fixed at no additional charge. New features or changes to specifications are billed separately.

6. Third-Party Costs

Hosting, third-party APIs, and licensing fees are [Client's responsibility, billed directly to Client / included in Developer's fee up to $X].

7. Limitation of Liability

Developer's total liability under this Agreement will not exceed the total fees paid by Client under this Agreement.

8. Governing Law

This Agreement is governed by the laws of [State/Country].

9. Engagement schedule

• System boundary: [Application, interfaces and exclusions]

• Acceptance criteria: [Tests and review process]

• Repository and deployment: [Ownership and access]

• Support handover: [Runbook, support window and owner]

Signatures

Developer: ___________________ Date: ______

Client: ___________________ Date: ______