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The Non-Refundable Retainer Agreement is essential for professional service providers who require secure advance payments for their services in the Indian market. This document type is commonly used when a service provider needs to reserve time, resources, or capacity for a client, justifying the non-refundable nature of the payment. It is particularly relevant in professional services where providers need to ensure commitment from clients and manage their resource allocation effectively. The agreement must comply with Indian contract law principles, especially regarding consideration and enforceability of non-refundable payment terms. It typically includes comprehensive details about service scope, payment structure, and professional obligations, while incorporating necessary protections for both parties under Indian jurisdiction. This document is crucial for establishing clear expectations and legal obligations in professional service relationships where advance payments are required.

1. Parties: Identification and details of the service provider and the client

2. Background: Context of the agreement and relationship between parties

3. Definitions: Key terms used throughout the agreement

4. Scope of Services: Detailed description of professional services to be provided under the retainer

5. Retainer Fee Structure: Amount of retainer, payment terms, and explicit declaration of non-refundable nature

6. Service Provider's Obligations: Specific duties and responsibilities of the service provider

7. Client's Obligations: Responsibilities and commitments of the client

8. Term and Termination: Duration of the agreement and termination provisions

9. Non-Refundable Nature: Specific clause explaining the justification and terms of non-refundability

10. Confidentiality: Provisions for handling confidential information

11. Intellectual Property: Ownership and rights over work products

12. Limitation of Liability: Extent and limitations of service provider's liability

13. Governing Law and Jurisdiction: Applicable law and courts for dispute resolution

14. Entire Agreement: Integration clause confirming complete understanding between parties