Free Graphic Design Retainer Contract Template

Fully editable with standard terms and clauses. Send and e-sign it online.

Free Graphic Design Retainer Contract Template

Fully editable with standard terms and clauses. Send and e-sign it online.

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Graphic Design Retainer Contract

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Graphic Design Retainer Contract

Graphic Designer
First Name
Last Name
Acme LLC.
Client
First Name
Last Name
Corporation Corp.

This Contract is between Sample Client (the "Client") and Company, a California limited liability company (the "Graphic Designer").

The Contract is dated [the date both parties sign].

1. WORK AND PAYMENT.

1.1 Project. The Client is hiring the Graphic Designer to do the following: Create visual elements and illustrations for client

1.2 Schedule. The Graphic Designer will begin work on June 21, 2023 and the work is ongoing. This Contract can be ended by either Client or Graphic Designer at any time, pursuant to the terms of Section 6, Term and Termination.

1.3 Payment. The Client will pay the Graphic Designer a rate of $3,500.00 (USD) per month. Of this, the Client will pay the Graphic Designer $3,500.00 (USD) before work begins.

1.4 Expenses. The Client will reimburse the Graphic Designer's expenses. Expenses do not need to be pre-approved by the Client.

1.5 Invoices. The Graphic Designer will invoice the Client monthly. The Client agrees to pay the amount owed within 15 days of receiving the invoice. Payment after that date will incur a late fee of 0.0% per month on the outstanding amount.

1.6 Support. The Graphic Designer will not provide support for any deliverable once the Client accepts it, unless otherwise agreed in writing.

2. OWNERSHIP AND LICENSES.

2.1 Client Owns All Work Product. As part of this job, the Graphic Designer is creating “work product” for the Client. To avoid confusion, work product is the finished product, as well as drafts, notes, materials, mockups, hardware, designs, inventions, patents, code, and anything else that the Graphic Designer works on—that is, conceives, creates, designs, develops, invents, works on, or reduces to practice—as part of this project, whether before the date of this Contract or after. The Graphic Designer hereby gives the Client this work product once the Client pays for it in full. This means the Graphic Designer is giving the Client all of its rights, titles, and interests in and to the work product (including intellectual property rights), and the Client will be the sole owner of it. The Client can use the work product however it wants or it can decide not to use the work product at all. The Client, for example, can modify, destroy, or sell it, as it sees fit.

2.2 Graphic Designer's Use Of Work Product. Once the Graphic Designer gives the work product to the Client, the Graphic Designer does not have any rights to it, except those that the Client explicitly gives the Graphic Designer here. The Client gives permission to use the work product as part of portfolios and websites, in galleries, and in other media, so long as it is to showcase the work and not for any other purpose. The Client does not give permission to sell or otherwise use the work product to make money or for any other commercial use. The Client is not allowed to take back this license, even after the Contract ends.

2.3 Graphic Designer's Help Securing Ownership. In the future, the Client may need the Graphic Designer's help to show that the Client owns the work product or to complete the transfer. The Graphic Designer agrees to help with that. For example, the Graphic Designer may have to sign a patent application. The Client will pay any required expenses for this. If the Client can’t find the Graphic Designer, the Graphic Designer agrees that the Client can act on the Graphic Designer's behalf to accomplish the same thing. The following language gives the Client that right: if the Client can’t find the Graphic Designer after spending reasonable effort trying to do so, the Graphic Designer hereby irrevocably designates and appoints the Client as the Graphic Designer's agent and attorney-in-fact, which appointment is coupled with an interest, to act for the Graphic Designer and on the Graphic Designer's behalf to execute, verify, and file the required documents and to take any other legal action to accomplish the purposes of paragraph 2.1 (Client Owns All Work Product).

2.4 Graphic Designer's IP That Is Not Work Product. During the course of this project, the Graphic Designer might use intellectual property that the Graphic Designer owns or has licensed from a third party, but that does not qualify as “work product.” This is called “background IP.” Possible examples of background IP are pre-existing code, type fonts, properly-licensed stock photos, and web application tools. The Graphic Designer is not giving the Client this background IP. But, as part of the Contract, the Graphic Designer is giving the Client a right to use and license (with the right to sublicense) the background IP to develop, market, sell, and support the Client’s products and services. The Client may use this background IP worldwide and free of charge, but it cannot transfer its rights to the background IP (except as allowed in Section 11.1 (Assignment)). The Client cannot sell or license the background IP separately from its products or services. The Graphic Designer cannot take back this grant, and this grant does not end when the Contract is over.

2.5 Graphic Designer's Right To Use Client IP. The Graphic Designer may need to use the Client’s intellectual property to do its job. For example, if the Client is hiring the Graphic Designer to build a website, the Graphic Designer may have to use the Client’s logo. The Client agrees to let the Graphic Designer use the Client’s intellectual property and other intellectual property that the Client controls to the extent reasonably necessary to do the Graphic Designer's job. Beyond that, the Client is not giving the Graphic Designer any intellectual property rights, unless specifically stated otherwise in this Contract.

3. COMPETITIVE ENGAGEMENTS.

The Graphic Designer won’t work for a competitor of the Client until this Contract ends. To avoid confusion, a competitor is any third party that develops, manufactures, promotes, sells, licenses, distributes, or provides products or services that are substantially similar to the Client’s products or services. A competitor is also a third party that plans to do any of those things. The one exception to this restriction is if the Graphic Designer asks for permission beforehand and the Client agrees to it in writing. If the Graphic Designer uses employees or subcontractors, the Graphic Designer must make sure they follow the obligations in this paragraph, as well.

4. NON-SOLICITATION.

Until this Contract ends, the Graphic Designer won’t: (a) encourage Client employees or service providers to stop working for the Client; (b) encourage Client customers or clients to stop doing business with the Client; or (c) hire anyone who worked for the Client over the 12-month period before the Contract ended. The one exception is if the Graphic Designer puts out a general ad and someone who happened to work for the Client responds. In that case, the Graphic Designer may hire that candidate. The Graphic Designer promises that it won’t do anything in this paragraph on behalf of itself or a third party.

5. REPRESENTATIONS.

5.1 Overview. This section contains important promises between the parties.

5.2 Authority To Sign. Each party promises to the other party that it has the authority to enter into this Contract and to perform all of its obligations under this Contract.

5.3 Graphic Designer Has Right To Give Client Work Product. The Graphic Designer promises that it owns the work product, that the Graphic Designer is able to give the work product to the Client, and that no other party will claim that it owns the work product. If the Graphic Designer uses employees or subcontractors, the Graphic Designer also promises that these employees and subcontractors have signed contracts with the Graphic Designer giving the Graphic Designer any rights that the employees or subcontractors have related to the Graphic Designer's background IP and work product.

5.4 Graphic Designer Will Comply With Laws. The Graphic Designer promises that the manner it does this job, its work product, and any background IP it uses comply with applicable U.S. and foreign laws and regulations.

5.5 Work Product Does Not Infringe. The Graphic Designer promises that its work product does not and will not infringe on someone else’s intellectual property rights, that the Graphic Designer has the right to let the Client use the background IP, and that this Contract does not and will not violate any contract that the Graphic Designer has entered into or will enter into with someone else.

5.6 Client Will Review Work. The Client promises to review the work product, to be reasonably available to the Graphic Designer if the Graphic Designer has questions regarding this project, and to provide timely feedback and decisions.

5.7 Client-Supplied Material Does Not Infringe. If the Client provides the Graphic Designer with material to incorporate into the work product, the Client promises that this material does not infringe on someone else’s intellectual property rights.

6. TERM AND TERMINATION.

This Contract is ongoing, until ended by the Client or the Graphic Designer. Either party may end this Contract for any reason by sending an email or letter to the other party, informing the recipient that the sender is ending the Contract and that the Contract will end in 7 days. The Contract officially ends once that time has passed. The party that is ending the Contract must provide notice by taking the steps explained in Section 11.4. The Graphic Designer must immediately stop working as soon as it receives this notice, unless the notice says otherwise. The Client will pay the Graphic Designer for the work done up until when the Contract ends and will reimburse the Graphic Designer for any agreed-upon, non-cancellable expenses. The following sections don’t end even after the Contract ends: 2 (Ownership and Licenses); 3 (Competitive Engagements); 4 (Non-Solicitation); 5 (Representations); 8 (Confidential Information); 9 (Limitation of Liability); 10 (Indemnity); and 11 (General).

7. INDEPENDENT CONTRACTOR.

The Client is hiring the Graphic Designer as an independent contractor. The following statements accurately reflect their relationship:

  • The Graphic Designer will use its own equipment, tools, and material to do the work.
  • The Client will not control how the job is performed on a day-to-day basis. Rather, the Graphic Designer is responsible for determining when, where, and how it will carry out the work.
  • The Client will not provide the Graphic Designer with any training.
  • The Client and the Graphic Designer do not have a partnership or employer-employee relationship.
  • The Graphic Designer cannot enter into contracts, make promises, or act on behalf of the Client.
  • The Graphic Designer is not entitled to the Client’s benefits (e.g., group insurance, retirement benefits, retirement plans, vacation days).
  • The Graphic Designer is responsible for its own taxes.
  • The Client will not withhold social security and Medicare taxes or make payments for disability insurance, unemployment insurance, or workers compensation for the Graphic Designer or any of the Graphic Designer's employees or subcontractors.

8. CONFIDENTIAL INFORMATION.

8.1 Overview. This Contract imposes special restrictions on how the Client and the Graphic Designer must handle confidential information. These obligations are explained in this section.

8.2 The Client’s Confidential Information. While working for the Client, the Graphic Designer may come across, or be given, Client information that is confidential. This is information like customer lists, business strategies, research & development notes, statistics about a website, and other information that is private. The Graphic Designer promises to treat this information as if it is the Graphic Designer's own confidential information. The Graphic Designer may use this information to do its job under this Contract, but not for anything else. For example, if the Client lets the Graphic Designer use a customer list to send out a newsletter, the Graphic Designer cannot use those email addresses for any other purpose. The one exception to this is if the Client gives the Graphic Designer written permission to use the information for another purpose, the Graphic Designer may use the information for that purpose, as well. When this Contract ends, the Graphic Designer must give back or destroy all confidential information, and confirm that it has done so. The Graphic Designer promises that it will not share confidential information with a third party, unless the Client gives the Graphic Designer written permission first. The Graphic Designer must continue to follow these obligations, even after the Contract ends. The Graphic Designer's responsibilities only stop if the Graphic Designer can show any of the following: (i) that the information was already public when the Graphic Designer came across it; (ii) the information became public after the Graphic Designer came across it, but not because of anything the Graphic Designer did or didn’t do; (iii) the Graphic Designer already knew the information when the Graphic Designer came across it and the Graphic Designer didn’t have any obligation to keep it secret; (iv) a third party provided the Graphic Designer with the information without requiring that the Graphic Designer keep it a secret; or (v) the Graphic Designer created the information on its own, without using anything belonging to the Client.

8.3 Third-Party Confidential Information. It’s possible the Client and the Graphic Designer each have access to confidential information that belongs to third parties. The Client and the Graphic Designer each promise that it will not share with the other party confidential information that belongs to third parties, unless it is allowed to do so. If the Client or the Graphic Designer is allowed to share confidential information with the other party and does so, the sharing party promises to tell the other party in writing of any special restrictions regarding that information.

9. LIMITATION OF LIABILITY.

Neither party is liable for breach-of-contract damages that the breaching party could not reasonably have foreseen when it entered this Contract.

10. INDEMNITY.

10.1 Overview. This section transfers certain risks between the parties if a third party sues or goes after the Client or the Graphic Designer or both. For example, if the Client gets sued for something that the Graphic Designer did, then the Graphic Designer may promise to come to the Client’s defense or to reimburse the Client for any losses.

10.2 Client Indemnity. In this Contract, the Graphic Designer agrees to indemnify the Client (and its affiliates and their directors, officers, employees, and agents) from and against all liabilities, losses, damages, and expenses (including reasonable attorneys’ fees) related to a third-party claim or proceeding arising out of: (i) the work the Graphic Designer has done under this Contract; (ii) a breach by the Graphic Designer of its obligations under this Contract; or (iii) a breach by the Graphic Designer of the promises it is making in Section 5 (Representations).

10.3 Graphic Designer Indemnity. In this Contract, the Client agrees to indemnify the Graphic Designer (and its affiliates and their directors, officers, employees, and agents) from and against liabilities, losses, damages, and expenses (including reasonable attorneys’ fees) related to a third-party claim or proceeding arising out of a breach by the Client of its obligations under this Contract.

11. GENERAL.

11.1 Assignment. This Contract applies only to the Client and the Graphic Designer. The Graphic Designer cannot assign its rights or delegate its obligations under this Contract to a third-party (other than by will or intestate), without first receiving the Client’s written permission. In contrast, the Client may assign its rights and delegate its obligations under this Contract without the Graphic Designer's permission. This is necessary in case, for example, another Client buys out the Client or if the Client decides to sell the work product that results from this Contract.

11.2 Arbitration. As the exclusive means of initiating adversarial proceedings to resolve any dispute arising under this Contract, a party may demand that the dispute be resolved by arbitration administered by the American Arbitration Association in accordance with its commercial arbitration rules.

11.3 Modification; Waiver. To change anything in this Contract, the Client and the Graphic Designer must agree to that change in writing and sign a document showing their contract. Neither party can waive its rights under this Contract or release the other party from its obligations under this Contract, unless the waiving party acknowledges it is doing so in writing and signs a document that says so.

11.4 Notices.

(a) Over the course of this Contract, one party may need to send a notice to the other party. For the notice to be valid, it must be in writing and delivered in one of the following ways: personal delivery, email, or certified or registered mail (postage prepaid, return receipt requested). The notice must be delivered to the party’s address listed at the end of this Contract or to another address that the party has provided in writing as an appropriate address to receive notice.

(b) The timing of when a notice is received can be very important. To avoid confusion, a valid notice is considered received as follows: (i) if delivered personally, it is considered received immediately; (ii) if delivered by email, it is considered received upon acknowledgement of receipt; (iii) if delivered by registered or certified mail (postage prepaid, return receipt requested), it is considered received upon receipt as indicated by the date on the signed receipt. If a party refuses to accept notice or if notice cannot be delivered because of a change in address for which no notice was given, then it is considered received when the notice is rejected or unable to be delivered. If the notice is received after 5:00pm on a business day at the location specified in the address for that party, or on a day that is not a business day, then the notice is considered received at 9:00am on the next business day.

11.5 Severability. This section deals with what happens if a portion of the Contract is found to be unenforceable. If that’s the case, the unenforceable portion will be changed to the minimum extent necessary to make it enforceable, unless that change is not permitted by law, in which case the portion will be disregarded. If any portion of the Contract is changed or disregarded because it is unenforceable, the rest of the Contract is still enforceable.

11.6 Signatures. The Client and the Graphic Designer must sign this document using Bonsai’s e-signing system. These electronic signatures count as originals for all purposes.

11.7 Governing Law. The laws of the state of California govern the rights and obligations of the Client and the Graphic Designer under this Contract, without regard to conflict of law principles of that state.

11.8 Entire Contract. This Contract represents the parties’ final and complete understanding of this job and the subject matter discussed in this Contract. This Contract supersedes all other contracts (both written and oral) between the parties.

THE PARTIES HERETO AGREE TO THE FOREGOING AS EVIDENCED BY THEIR SIGNATURES BELOW.

Graphic Designer
First Name
Last Name
Acme LLC.
Client
First Name
Last Name
Corporation Corp.

Free Graphic Design Retainer Contract Template

Fully editable with standard terms and clauses. Send and e-sign it online.

Free Graphic Design Retainer Contract Template

Fully editable with standard terms and clauses. Send and e-sign it online.

Bonsai has helped create 1,023,928 documents and counting.

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business owners

Date: March 8th 2023


Between:

Coach:

First_name
Last_name
Acme LLC.
Client:

First_name
Last_name
Corporation Corp.

This Contract is between Client (the "Client") and Acme LLC, a California limited liability company (the "Coach").

The Contract is dated January 23, 2023.

1. WORK AND PAYMENT.

1.1 Project. The Client is hiring the Coach to develop a coaching relationship between the Client and Coach in order to cultivate the Client's personal, professional, or business goals and create a plan to achieve those goals through stimulating and creative interactions with the ultimate result of maximizing the Client's personal or professional potential.

1.2 Schedule. The Coach will begin work on February 1, 2023 and will continue until the work is completed. This Contract can be ended by either Client or Coach at any time, pursuant to the terms of Section 4, Term and Termination.

The Coach and Client will meet by video conference, 4 days per month for 2 hours.

1.3 Payment. The Client will pay the Coach an hourly rate of $150. Of this, the Client will pay the Coach $500.00 (USD) before work begins.

1.4 Expenses. The Client will reimburse the Coach's expenses. Expenses do not need to be pre-approved by the Client.

1.5 Invoices. The Coach will invoice the Client in accordance with the milestones in Section 1.3. The Client agrees to pay the amount owed within 15 days of receiving the invoice. Payment after that date will incur a late fee of 1.0% per month on the outstanding amount.

1.6 Support. The Coach will not be available by telephone, or email in between scheduled sessions.

2.DUTIES AND RESPONSIBILITIES.

- A coaching relationship is a partnership between two or more individuals or entities, like a teacher-student or coach-athlete relationship. Both the Client and Coach must uphold their obligations for the relationship to be successful.

- The Coach agrees to maintain the ethics and standards of behavior established by the International Coaching Federation (ICF).

- The Client acknowledges and agrees that coaching is a comprehensive process that may explore different areas of the Client's life, including work, finances, health, and relationships.

- The Client is responsible for implementing the insights and techniques learned from the Coach.

3. REPRESENTATIONS.

3.1 Overview. This section contains important promises between the parties.

3.2 Authority To Sign. Each party promises to the other party that it has the authority to enter into this Contract and to perform all of its obligations under this Contract.

3.3 Coach Has Right To Give Client Work Product. The Coach promises that it owns the work product, that the Coach is able to give the work product to the Client, and that no other party will claim that it owns the work product. If the Coach uses employees or subcontractors, the Coach also promises that these employees and subcontractors have signed contracts with the Coach giving the Coach any rights that the employees or subcontractors have related to the Coach's background IP and work product.

3.4 Coach Will Comply With Laws. The Coach promises that the manner it does this job, its work product, and any background IP it uses comply with applicable U.S. and foreign laws and regulations.

3.5 Work Product Does Not Infringe. The Coach promises that its work product does not and will not infringe on someone else's intellectual property rights, that the Coach has the right to let the Client use the background IP, and that this Contract does not and will not violate any contract that the Coach has entered into or will enter into with someone else.

3.7 Client-Supplied Material Does Not Infringe. If the Client provides the Coach with material to incorporate into the work product, the Client promises that this material does not infringe on someone else's intellectual property rights.

4. TERM AND TERMINATION

This Contract is ongoing until it expires or the work is completed. Either party may end this Contract for any reason by sending an email or letter to the other party, informing the recipient that the sender is ending the Contract and that the Contract will end in 7 days. The Contract officially ends once that time has passed. The party that is ending the Contract must provide notice by taking the steps explained in Section 9.4. The Coach must immediately stop working as soon as it receives this notice unless the notice says otherwise.

If either party ends this Contract before the Contract automatically ends, the Client will pay the Contractor for the work done up until when the Contract ends. The following sections don't end even after the Contract ends: 3 (Representations); 6 (Confidential Information); 7 (Limitation of Liability); 8 (Indemnity); and 9 (General).

3. INDEPENDENT CONTRACTOR.

The Client is hiring the Coach as an independent contractor. The following statements accurately reflect their relationship:

- The Coach will use its own equipment, tools, and material to do the work.

- The Client will not control how the job is performed on a day-to-day basis. Rather, the Coach is responsible for determining when, where, and how it will carry out the work.

- The Client will not provide the Coach with any training.

- The Client and the Coach do not have a partnership or employer-employee relationship.

- The Coach cannot enter into contracts, make promises, or act on behalf of the Client.

- The Coach is not entitled to the Client's benefits (e.g., group insurance, retirement benefits, retirement plans, vacation days).

- The Coach is responsible for its own taxes.

- The Client will not withhold social security and Medicare taxes or make payments for disability insurance, unemployment insurance, or workers compensation for the Coach or any of the Coach's employees or subcontractors.

6. CONFIDENTIAL INFORMATION.

6.1 Overview. This Contract imposes special restrictions on how the Client and the Coach must handle confidential information. These obligations are explained in this section.

6.2 The Client's Confidential Information. While working for the Client, the Coach may come across, or be given, Client information that is confidential. This is information like customer lists, business strategies, research & development notes, statistics about a website, and other information that is private. The Coach promises to treat this information as if it is the Coach's own confidential information. The Coach may use this information to do its job under this Contract, but not for anything else. For example, if the Client lets the Coach use a customer list to send out a newsletter, the Coach cannot use those email addresses for any other purpose. The one exception to this is if the Client gives the Coach written permission to use the information for another purpose, the Coach may use the information for that purpose, as well. When this Contract ends, the Coach must give back or destroy all confidential information, and confirm that it has done so. The Coach promises that it will not share confidential information with a third party, unless the Client gives the Coach written permission first. The Coach must continue to follow these obligations, even after the Contract ends. The Coach's responsibilities only stop if the Coach can show any of the following: (i) that the information was already public when the Coach came across it; (ii) the information became public after the Coach came across it, but not because of anything the Coach did or didn't do; (iii) the Coach already knew the information when the Coach came across it and the Coach didn't have any obligation to keep it secret; (iv) a third party provided the Coach with the information without requiring that the Coach keep it a secret; or (v) the Coach created the information on its own, without using anything belonging to the Client.

6.3 Third-Party Confidential Information. It's possible the Client and the Coach each have access to confidential information that belongs to third parties. The Client and the Coach each promise that it will not share with the other party confidential information that belongs to third parties, unless it is allowed to do so. If the Client or the Coach is allowed to share confidential information with the other party and does so, the sharing party promises to tell the other party in writing of any special restrictions regarding that information.

7. LIMITATION OF LIABILITY.

Neither party is liable for breach-of-contract damages that the breaching party could not reasonably have foreseen when it entered this Contract.

8. INDEMNITY.

8.1 Overview. This section transfers certain risks between the parties if a third party sues or goes after the Client or the Coach or both. For example, if the Client gets sued for something that the Coach did, then the Coach may promise to come to the Client's defense or to reimburse the Client for any losses.

8.2 Client Indemnity. In this Contract, the Coach agrees to indemnify the Client (and its affiliates and their directors, officers, employees, and agents) from and against all liabilities, losses, damages, and expenses (including reasonable attorneys' fees) related to a third-party claim or proceeding arising out of: (i) the work the Coach has done under this Contract; (ii) a breach by the Coach of its obligations under this Contract; or (iii) a breach by the Coach of the promises it is making in Section 3 (Representations).

8.3 Coach Indemnity. In this Contract, the Client agrees to indemnify the Coach (and its affiliates and their directors, officers, employees, and agents) from and against liabilities, losses, damages, and expenses (including reasonable attorneys' fees) related to a third-party claim or proceeding arising out of a breach by the Client of its obligations under this Contract.

9. GENERAL.

9.1 Assignment​. This Contract applies only to the Client and the Coach. Neither the Client nor the Coach can assign its rights or delegate its obligations under this Contract to a third-party (other than by will or intestate), without first receiving the other's written permission.

9.2 Arbitration. As the exclusive means of initiating adversarial proceedings to resolve any dispute arising under this Contract, a party may demand that the dispute be resolved by arbitration administered by the American Arbitration Association in accordance with its commercial arbitration rules.

9.3 Modification; Waiver. To change anything in this Contract, the Client and the Coach must agree to that change in writing and sign a document showing their contract. Neither party can waive its rights under this Contract or release the other party from its obligations under this Contract, unless the waiving party acknowledges it is doing so in writing and signs a document that says so.

9.4. Noticies.

(a) Over the course of this Contract, one party may need to send a notice to the other party. For the notice to be valid, it must be in writing and delivered in one of the following ways: personal delivery, email, or certified or registered mail (postage prepaid, return receipt requested). The notice must be delivered to the party's address listed at the end of this Contract or to another address that the party has provided in writing as an appropriate address to receive notice.

(b) The timing of when a notice is received can be very important. To avoid confusion, a valid notice is considered received as follows: (i) if delivered personally, it is considered received immediately; (ii) if delivered by email, it is considered received upon acknowledgement of receipt; (iii) if delivered by registered or certified mail (postage prepaid, return receipt requested), it is considered received upon receipt as indicated by the date on the signed receipt. If a party refuses to accept notice or if notice cannot be delivered because of a change in address for which no notice was given, then it is considered received when the notice is rejected or unable to be delivered. If the notice is received after 5:00pm on a business day at the location specified in the address for that party, or on a day that is not a business day, then the notice is considered received at 9:00am on the next business day.

9.5 Severability. This section deals with what happens if a portion of the Contract is found to be unenforceable. If that's the case, the unenforceable portion will be changed to the minimum extent necessary to make it enforceable, unless that change is not permitted by law, in which case the portion will be disregarded. If any portion of the Contract is changed or disregarded because it is unenforceable, the rest of the Contract is still enforceable.

9.6 Signatures. The Client and the Coach must sign this document using Bonsai's e-signing system. These electronic signatures count as originals for all purposes.

9.7 Governing Law. The validity, interpretation, construction and performance of this document shall be governed by the laws of the United States of America.

9.8 Entire Contract. This Contract represents the parties' final and complete understanding of this job and the subject matter discussed in this Contract. This Contract supersedes all other contracts (both written and oral) between the parties.

THE PARTIES HERETO AGREE TO THE FOREGOING AS EVIDENCED BY THEIR SIGNATURES BELOW.

Coach

First_name
Last_name
Acme LLC.
Client

First_name
Last_name
Corporation Corp.
Table of contents

What is a Graphic Design Retainer Contract?

A graphic design retainer contract is a legally sound contract drafted to outline the details of a continued business relationship—in which a client pays the contract amount upfront in order to retain a designer’s service. The retainer contract includes design services to be rendered, billable time, project duration, and payment details

It’s a legally binding work-for-hire document that guarantees a client access to your graphic design services for a specific duration of time. A designer may choose to offer a discounted rate as an incentive to sign the retainer contract.

There aren’t any exact specifications regarding how a retainer should look like. It depends on the mutual agreement between you and the client. Here are a few types of design retainer contracts to get you off to a great start:

  • Traditional: for a certain project of a fixed number of hours
  • Rolling hours: for rolling over unused work hours to the next month
  • Expert access: requires an expert on call to be available for consultation

What to Include in the Graphic Design Retainer Contract

Clients willing to sign a retainer most likely have worked with you already. They know the ins and outs of your working process and admire your design. Impressing these clients becomes a whole lot easier when you know what to include in it. Here’s an idea of what you can include in your graphic design retainer contract: 

Project background

This is the first section of your retainer agreement. It explains the context of the freelance graphic design contract and mutually agreed-upon project details. Consider including:

  • Service specifics: that are to be discussed with the client
  • Desire to retain: a designer for performing these specific services
  • Duration: for which the contract will be effective unless extended by the client 

Project scope statement

A project scope statement is a detailed description of deliverables. This helps you and a client to be on the same page about each and every task to be delivered during the contract lifecycle. Graphic designers should use this section to mention:

  • Key objectives: is where you define specific, measurable, achievable, relevant, and time-bound (SMART) goals
  • Detailed breakdown: for explaining deliverables in detail
  • Key milestones: for identifying the timeline for completing each deliverable, and the project as a whole
  • Constraints: that explain potential limitations with respect to time and resources
  • Scope exclusions: mention what’s not included in design deliverables to avoid scope creep
  • Expenses: related to licenses to be borne by the client

Project payment schedule

This is where you provide the client with payment details and terms. If you are creating a traditional retainer, it’s best to ask for payment upon signing the contract. For other types of retainers, here’s what you can include:

  • Fees: the specific charges or hourly rates that the client pays for each service
  • Due dates: provide information on when you should receive the payment
  • Method of payment: to mention your preferred method of receiving payments
  • Actuals: for using licenses, purchasing design templates from online marketplaces, and on-demand consultation

Non-disclosure

A non-disclosure or confidentiality clause protects clients from unauthorized use of sensitive information. 

Graphic designers may come across:

  • Trade secrets: that are not generally known but have independent economic value
  • New innovations: that improve existing processes, products, or services
  • Customer information: that can offer insights into customer behavior
  • Processes: that are used for generating conceptual solutions for design problems
  • Technologies: for planning, designing, and creating new models, prototypes, or designs 

Designers should use this information on a need-to-know basis and must not disclose or commercialize it without written consent from clients. 

Termination

The termination clause specifies the process for terminating a contract along with how much notice is required to do so. This typically occurs for one of two reasons:

  • Contractor defaults: for failing to perform obligations mentioned in a contract
  • Client defaults: for not offering fair compensation and breaching obligations

Intellectual property

This section outlines graphic designers’ rights to pre-existing ideas, materials, processes, and procedures. It also holds a designer responsible for:

  • Creating original work: that doesn’t any third party’s copyrights
  • Obtaining authorizations: before using any third party materials

The intellectual property rights of any designs created during the project are addressed in the following section.

Ownership of prepared information

Prepared information ownership means any design work completed by a designer during a contract becomes the exclusive property of the client. This clause also holds a designer responsible for assisting a client to get patents for such works. 

this image shows the ownership and licenses section of Bonsai's graphic design retainer contract
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Indemnification, limited liability, and service warranty

The indemnification clause restricts the graphic designer from causing harm, loss, or damage to the company. On the other hand, the limited liability clause protects both you and the client from indirect and incidental losses and damages.

When clients pay the full contract amount in advance, they want to ensure that the design contractor is able to execute the services mentioned in the agreement. The service warranty clause caters to this purpose and expects a graphic designer to work in a professional manner.

Assignment 

A client retains you only when they’re impressed with what you can help them to achieve. That’s why they don’t want you to reassign or hire a sub-contractor for performing services. This is why clients prefer you to include an assignment clause in retainer agreements.

Governing law

As applicable in any contract, any conflicts arising between two parties should be resolved in accordance with the governing law of the land. You may or may not include a choice of the forum—which decides in what particular court disputes will be settled—depending on your discussion with the client. 

How to Write a Graphic Design Retainer Contract

Writing an enforceable and understandable contract is key to winning retainer clients. They want to see that you understand your obligations well. Moreover, they look at your ability to cover the ground in terms of resolving potential issues legally. 

Now that you know what to include in design retainers, here’s how to put it together:

Find out exactly what the client wants

It isn’t sufficient to just have a solid understanding of the client’s design needs when it comes to a retainer agreement—you also need to have a get grasp of their legal preferences. As always, communication is key for coming up with exactly what clients want to see. Make sure you understand the client’s preferred way of:

  1. Sending payment
  2. Resolving disputes
  3. Terminating the contract
  4. Establishing confidentiality requirements
  5. Executing the project at hand

Highlight what sets you apart

A contract may seem a lot of legalese to deal with. However, don’t forget to focus on the most important thing—it’s you with whom a client wants to sign a retainer. Take this opportunity to explain how your skills, experience, and previous projects make you a perfect fit for this retainer. 

Include a CTA

Much of the work is done by the time you reach this phase—it’s time to let your customers know what’s next. This could be steps to follow to sign contracts or payment details for processing the contract fees—it’s up to you

this image shows where the client and designer sign the retainer contract to begin working on the project
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Creating a graphic design retainer contract template is simple with Bonsai 

Creating a graphic design retainer contract may seem overwhelming—but it doesn’t have to be. The team at Bonsai has created detailed design retainer templates that can be easily customized as per your need. Here’s how to get started:

  1. Sign up for free to Bonsai
  2. Find the ideal design retainer contract template
  3. Edit and customize your contract

Then, send the contract to your client for acceptance and signature—without ever leaving the platform

Graphic design retainer contract FAQs

How much should I charge for a graphic design retainer contract?

$700-$3000, depending on the scope of the work and your skills. If you are handling social media graphics as well, you can consider adding an additional $500-$650 per month to the retainer package.

It’s best to get a client on a retainer for at least three to five months. This gives you enough time to improve new skills, excel at your work, and meet their ongoing goals. 

What is a graphic design retainer fee?

A graphic designer retainer fee is a mutually agreed-upon rate that you receive every month during the duration of a contract. This rate can be either be hourly or monthly.

Frequently Asked Questions
Questions about this template.

What is the difference between a retainer and a one-time graphic design contract?

A retainer is an ongoing contract which is not based on the worked hours unlike a one-time contract. This reserves time for any work a client may have for the graphic designer at any future time.

Are graphic design retainer fees paid upfront?

A graphic design retainer fee is paid upfront on regular intervals, usually monthly. The payment method and schedule must be clearly stipulated in the contract.

How does a retainer work for a graphic designer?

Retainer graphic designers are beneficial for clients with ongoing design needs. A graphic designer usually blocks out time for the client whenever a design task is available, this way a client saves time from looking for graphic designers everytime he needs one.