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The Professional Services Retainer Agreement is used when a client wishes to secure ongoing access to professional services from a service provider in Saudi Arabia. This document is particularly relevant when regular or ad-hoc professional services are required over an extended period, and the client wants to ensure priority access to the service provider's expertise while maintaining predictable costs. The agreement must comply with Saudi Arabian law, including relevant commercial regulations and Shariah principles where applicable. It typically includes detailed provisions about service scope, retainer fees, service levels, confidentiality, and dispute resolution mechanisms. This type of agreement is commonly used by consulting firms, law firms, IT service providers, and other professional service providers operating in the Saudi market, whether they are local entities or international firms with local operations.

1. Parties: Identification of the service provider and client, including full legal names, addresses, and commercial registration details

2. Background: Context of the agreement and brief description of the parties' business relationship

3. Definitions: Key terms used throughout the agreement

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

5. Term and Renewal: Duration of the retainer agreement and renewal provisions

6. Retainer Fee and Payment Terms: Structure of retainer fees, payment schedule, and billing procedures

7. Service Provider's Obligations: Key responsibilities and commitments of the service provider

8. Client's Obligations: Key responsibilities and commitments of the client

9. Confidentiality: Provisions for protecting confidential information and trade secrets

10. Intellectual Property Rights: Ownership and usage rights of any IP created during service provision

11. Compliance with Laws: Commitment to comply with Saudi laws and regulations

12. Termination: Grounds and procedures for terminating the agreement

13. Dispute Resolution: Procedures for resolving disputes under Saudi law

14. Force Majeure: Provisions for unforeseen circumstances preventing performance

15. Notices: Procedures for formal communications between parties

16. General Provisions: Standard boilerplate clauses including severability, entire agreement, and amendments