The Retainer Agreement is essential for establishing long-term professional service relationships under Swiss law. It is typically used when a client requires regular access to professional services and wishes to secure priority attention or guaranteed availability of a service provider. The document outlines the retainer amount, service scope, professional obligations, and payment terms, ensuring compliance with Swiss legal requirements, particularly the Code of Obligations (OR) provisions on mandate agreements. This agreement type is commonly used by law firms, consultancies, and other professional service providers in Switzerland who offer ongoing services to their clients. The retainer arrangement provides clients with the benefit of guaranteed service availability while giving service providers a stable income stream. The agreement includes specific provisions required under Swiss law regarding professional duties, confidentiality, and liability limitations.

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

2. Background: Context of the engagement and brief description of the parties' intent to enter into a retainer arrangement

3. Definitions: Key terms used throughout the agreement, including 'Services', 'Fees', 'Retainer Amount', and other relevant terminology

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

5. Retainer Terms: Specific details about the retainer arrangement, including amount, replenishment requirements, and minimum balance

6. Fees and Payment Terms: Fee structure, billing rates, payment schedule, and handling of expenses

7. Term and Termination: Duration of the agreement and circumstances under which either party may terminate the relationship

8. Obligations of the Service Provider: Professional duties, service standards, and compliance requirements

9. Obligations of the Client: Client responsibilities, including information provision and cooperation requirements

10. Confidentiality: Provisions for handling confidential information and professional secrecy obligations

11. Liability and Indemnification: Extent and limitations of liability under Swiss law

12. General Provisions: Standard contractual clauses including governing law, jurisdiction, and entire agreement provisions