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Retainer Agreement

Introduction
Scope of Services
Fees and Payment
Confidentiality
Termination
Governing Law and Dispute Resolution
Entire Agreement
Notices
Severability
Waiver
Counterparts

Introduction

This Retainer Agreement (the "Agreement") is made and entered into as of [DATE] by and between [LAW FIRM NAME], a [STATE] [ENTITY TYPE] with its principal place of business at [ADDRESS] (the "Firm"), and [CLIENT NAME], residing at [ADDRESS] (the "Client").

Scope of Services

Engagement of Firm. The Client hereby engages the Firm to provide legal services in connection with [DESCRIBE THE SCOPE OF SERVICES].
Specific Services. The Firm shall provide the following specific services:
- [LIST SPECIFIC SERVICES]
Exclusions. The Firm shall not be responsible for the following:
- [LIST EXCLUDED SERVICES]

Fees and Payment

Fees. The Firm's fees for the services provided under this Agreement shall be [DESCRIBE FEE STRUCTURE, e.g., hourly rate, flat fee, contingency fee].
Payment Terms. The Client shall pay the Firm's fees as follows:
- [DESCRIBE PAYMENT TERMS, e.g., monthly invoices, payment upon completion of services].
Expenses. The Client shall reimburse the Firm for all reasonable and documented expenses incurred by the Firm in connection with the services provided under this Agreement, including but not limited to:
- [LIST EXAMPLES OF EXPENSES, e.g., travel, filing fees, expert witness fees].
Late Payment. If the Client fails to make any payment due hereunder within [NUMBER] days of the due date, the Firm may, at its sole discretion, suspend or terminate the services provided under this Agreement.

Confidentiality

Confidential Information. The Firm and the Client agree to hold in confidence all information disclosed by the other party in connection with this Agreement, including but not limited to:
- [LIST EXAMPLES OF CONFIDENTIAL INFORMATION, e.g., financial information, business plans, legal strategies].
Exceptions. The confidentiality obligations under this Section shall not apply to information that:
- is already in the public domain;
- is independently developed by the receiving party;
- is lawfully obtained from a third party; or
- is required to be disclosed by law.

Termination

Termination by Client. The Client may terminate this Agreement at any time upon [NUMBER] days' written notice to the Firm.
Termination by Firm. The Firm may terminate this Agreement at any time upon [NUMBER] days' written notice to the Client for any of the following reasons:
- [LIST REASONS FOR TERMINATION BY FIRM, e.g., non-payment of fees, breach of this Agreement].
Effect of Termination. Upon termination of this Agreement, the Firm shall be entitled to be paid for all services rendered and expenses incurred up to the date of termination.

Governing Law and Dispute Resolution

Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the Republic of Kenya.
Dispute Resolution. Any dispute arising out of or relating to this Agreement shall be settled by binding arbitration in accordance with the Arbitration Act, 1995. The arbitration shall be conducted in [CITY, COUNTRY] and the language of the arbitration shall be English.

Entire Agreement

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous communications, representations, or agreements, whether oral or written.

Notices

All notices and other communications hereunder shall be in writing and shall be deemed to have been duly given when delivered personally, sent by certified or registered mail, return receipt requested, or sent by overnight courier service, addressed as follows:

If to the Firm:

[LAW FIRM NAME] [ADDRESS]

If to the Client:

[CLIENT NAME] [ADDRESS]

Severability

If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall remain in full force and effect.

Waiver

No waiver of any breach of this Agreement shall be deemed a waiver of any subsequent breach.

Counterparts

This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

Signature

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.

[LAW FIRM NAME]

By: [NAME]

Title: [TITLE]

[CLIENT NAME]