Professional Services Retainer Agreement Template for Nigeria

A comprehensive legal agreement governed by Nigerian law that establishes an ongoing professional services relationship between a service provider and client. This document outlines the terms under which professional services will be provided on a retainer basis, including scope of services, fee arrangements, service levels, and delivery expectations. It incorporates relevant Nigerian legal requirements, including labour laws, tax regulations, and professional service standards, while providing a framework for long-term professional engagement with regular recurring services.

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What is a Professional Services Retainer Agreement?

The Professional Services Retainer Agreement is essential for businesses and professionals in Nigeria who provide ongoing services to clients on a regular basis. This document is typically used when a client requires consistent access to professional expertise or services over an extended period, rather than project-based engagements. It establishes a formal framework under Nigerian law for the provision of professional services, covering key aspects such as scope of work, service levels, payment terms, and professional obligations. The agreement ensures compliance with Nigerian regulatory requirements while protecting both the service provider's and client's interests in a long-term professional relationship. It's particularly valuable for situations requiring regular, recurring professional services with predictable fee arrangements.

What sections should be included in a Professional Services Retainer Agreement?

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

2. Background: Context of the agreement and relationship between the 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. Term and Renewal: Duration of the retainer agreement and renewal provisions

6. Fees and Payment Terms: Retainer fee structure, 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: Protection and handling of confidential information

10. Intellectual Property: Ownership and rights to work products and pre-existing IP

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

12. Termination: Grounds and procedures for ending the agreement

13. Governing Law and Jurisdiction: Nigerian law as governing law and jurisdiction for disputes

14. Execution: Signature blocks and execution formalities

What sections are optional to include in a Professional Services Retainer Agreement?

1. Non-Compete: Restrictions on service provider's ability to work with competitors - use when dealing with sensitive industry sectors

2. Data Protection: Specific provisions for handling personal data - include when services involve data processing

3. Force Majeure: Provisions for unforeseeable circumstances - important in long-term or high-value retainers

4. Insurance: Professional indemnity and other insurance requirements - include for high-risk services

5. Anti-Corruption: Compliance with anti-corruption laws - essential for government-related work or high-value contracts

6. Assignment: Rights to transfer the agreement - include when dealing with corporate clients

7. Dispute Resolution: Alternative dispute resolution procedures - useful for high-value or complex services

What schedules should be included in a Professional Services Retainer Agreement?

1. Schedule 1 - Scope of Services: Detailed breakdown of services covered under the retainer

2. Schedule 2 - Fee Schedule: Detailed fee structure, rates, and payment terms

3. Schedule 3 - Service Levels: Performance metrics and service standards

4. Schedule 4 - Key Personnel: List of key team members and their roles

5. Schedule 5 - Reports and Deliverables: Format and frequency of required reports and deliverables

6. Appendix A - Communication Protocol: Procedures for routine communications and escalations

7. Appendix B - Compliance Requirements: Specific regulatory or professional standards to be met

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents

Jurisdiction

Nigeria

Publisher

Genie AI

Document Type

Agreement Contract

Cost

Free to use

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