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SAMPLE RETAINER AGREEMENT
This Work for Hire Agreement ("Agreement") is made this (date),
(your company) (Contractor), and (yourclient's company name)
(Client), having it's principal place of business at (client
address).
1. DESCRIPTION OF SERVICES. Beginning on (date), (your company)
will providethe following services as described in attachment "A"
of this agreement.
2. PAYMENT FOR SERVICES. The Client will pay compensation to
(your company) for the Servicesbased on $ .00 per hour. Client
agrees to pay Contractor for the services set forth in Article 1
above, thesum of ________ ____________________ ($__________) as a
retainer at the time of execution of this
Agreement, and on the first day of each month for the duration
of the contract. In addition to the monthlyretainer, Corporation
agrees to pay monthly any and all reasonable and necessary expenses
incurred byContractor on behalf of Corporation in connection with
the services described in Article 1 of this Agreement.Contractor
will provide a record of hours billed against the retained amount
each month along with theexpenses incurred. No provision will be
made for carrying hours over to the following month.
3. TERM/TERMINATION. This Agreement may be terminated by either
party upon 30 days written noticeto the other party after a minimum
contract duration of three(3) months.
4. RELATIONSHIP OF PARTIES. It is understood by the parties that
(your company) is anindependent contractor with respect to (your
client's company name) and not an employee of(yourclient's company
name) will not provide fringe benefits, including health insurance
benefits, paid vacation,
or any other employee benefit, for the benefit of(your
company).
5. WORK PRODUCT OWNERSHIP. Any works copyrighted, ideas,
discoveries, inventions, patents,products, or other information
(collectively, the "Work Product") developed in whole or in part by
(yourcompany) in connection with the Services shall be the
exclusive property of(your client's companyname) Upon request,
(your company) shall sign all documents necessary to confirm or
perfect theexclusive ownership of(your client's company name) to
the Work Product.
6. CONFIDENTIALITY. (your company) will not at any time or in
any manner, eitherdirectly or indirectly, use for the personal
benefit of(your company) , or divulge, disclose, orcommunicate in
any manner any information that is proprietary to (your client's
company name) . (yourcompany) will protect such information and
treat it as strictly confidential. This provision shall continue to
be
effective after the termination of this Agreement. Upon
termination of this Agreement, (your company) willreturn to (your
client's company name) all records, notes, documentation and other
items that were used,created, or controlled by (yourcompany) during
the term of this Agreement.
7. ENTIRE AGREEMENT. This Agreement contains the entire
agreement of the parties, and there are noother promises or
conditions in any other agreement whether oral or written.
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8. SEVERABILITY. If any provision of this Agreement shall be
held to be invalid or unenforceable for anyreason, the remaining
provisions shall continue to be valid and enforceable. If a court
finds that anyprovision of this Agreement is invalid or
unenforceable, but that by limiting such provision it would
becomevalid and enforceable, then such provision shall be deemed to
be written, construed, and enforced as solimited.
By: ____________________________________________________(Client
Company Name)
By: ____________________________________________________(Your
Company Name)
RETAINER AGREEMENTATTACHMENT "A"
DESCRIPTION OF SERVICES TO BE PROVIDED BY (Your Company) FOR
(Client) EFFECTIVE (Date):
By: ____________________________________________________(your
client's company name):
By: ____________________________________________________(YOUR
COMPANY)
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