Legal Premises Retainer Agreement

LEGAL PREMISES RETAINER AGREEMENT

This Legal Premises Retainer Agreement (the Agreement) is made as of by and between Attorney/Firm: with principal address ("Attorney"), and Client Name: with address ("Client"). Attorney and Client are sometimes referred to individually as a Party and collectively as the Parties.

RECITALS

WHEREAS, Client is the owner, occupant or lessee of certain real property commonly described as: (the Premises); and

WHEREAS, Client desires to retain Attorney to provide legal services in connection with matters relating to the Premises, including but not limited to lease negotiation, possession and eviction matters, property litigation, regulatory compliance and related transactional work; and

WHEREAS, Attorney is willing to provide such legal services on the terms and conditions set forth in this Agreement.

NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth below, the Parties agree as follows:

1. ENGAGEMENT; SCOPE OF SERVICES

1.1 Engagement. Client retains Attorney, and Attorney accepts such engagement, to provide legal services with respect to matters concerning the Premises as described in Section 1.2 below (the Services). Attorney will provide legal representation consistent with applicable professional rules of conduct.

1.3 Excluded Services. The Services do not include representation in unrelated matters or appeals unless specifically agreed in writing.

2. RETAINER AND FEES

2.1 Retainer. Client shall pay an initial retainer to Attorney in the amount of $ to be deposited into Attorney's trust account. The retainer shall be applied against fees and costs incurred. If the retainer balance becomes depleted, Attorney may require replenishment.

2.2 Fee Structure. Attorney's hourly rates are as follows: Lead Attorney $ per hour; Associate $ per hour; Paralegal $ per hour. Such rates may be adjusted annually upon written notice to Client.

Attorney will render statements for fees and expenses . Client shall pay invoiced amounts within days of receipt. Overdue balances may incur interest of .

3. COSTS AND EXPENSES

Client shall be responsible for all out-of-pocket costs and expenses incurred by Attorney in connection with the Services, including but not limited to filing fees, process server fees, court reporter fees, expert fees, travel and copying charges. Such costs may be advanced by Attorney and charged to Client's account.

4. TRUST ACCOUNT; APPLYING RETAINER

The retainer will be held in Attorney's client trust account and shall be applied to outstanding invoices in accordance with applicable law and professional obligations. Client authorizes Attorney to withdraw funds from the trust account to pay fees and costs as billed.

5. CLIENT'S DUTIES

Client will provide timely, accurate information and documents reasonably required by Attorney, and will be available for consultation as necessary. Client understands that failure to cooperate may result in suspension or termination of representation.

6. CONFLICTS; REPRESENTATIONS

Attorney has conducted a conflicts check based on information provided by Client. Client represents that Client has disclosed all parties with potential adverse interests known to Client. If a material conflict is discovered, Attorney will notify Client and may be required to withdraw in accordance with applicable professional rules.

7. TERM; TERMINATION

Either Party may terminate this Agreement upon written notice to the other Party. Termination does not relieve Client of the obligation to pay fees and expenses incurred prior to termination. Upon termination, Attorney may take steps to protect Client's interests, including seeking reasonable compensation or asserting liens permitted by law.

8. CONFIDENTIALITY

Attorney shall keep confidential all information relating to the representation except as authorized by Client or required by law or by the applicable rules of professional conduct. Client authorizes Attorney to make disclosures necessary to carry out the representation.

9. FILES AND RECORDS

Upon request and payment of any outstanding charges, Attorney will deliver original client documents to Client. Attorney may retain copies of records as permitted by law. Client consents to electronic storage of files unless expressly requested otherwise in writing.

10. ATTORNEY'S LIEN

To the extent permitted by applicable law, Attorney retains a charging lien or other available lien on any recovery or proceeds obtained on Client's behalf for fees and costs incurred in providing the Services.

11. DISPUTE RESOLUTION

The Parties shall attempt in good faith to resolve any dispute arising under this Agreement by negotiation and, if necessary, mediation prior to initiating litigation. If unresolved, disputes shall be resolved in the state or federal courts located in the county of the governing law specified in Section 16, and the Parties consent to exclusive jurisdiction and venue therein.

12. INDEMNIFICATION; LIMITATION OF LIABILITY

Client agrees to indemnify and hold harmless Attorney from liabilities, claims and expenses (including reasonable attorneys' fees) arising from Client's breach of this Agreement or Client's intentional misconduct. Except for willful misconduct or fraud, Attorney's liability to Client for any claim related to the Services shall be limited to the amount of fees paid by Client to Attorney for those Services.

13. NOTICES

Notices shall be given in writing and shall be effective upon personal delivery or three (3) days after deposit in the United States mail, postage prepaid, addressed to the addresses set forth above or to such other address as a Party may designate in writing.

14. AMENDMENTS; WAIVER

This Agreement may be amended only by a writing signed by both Parties. No waiver of any provision shall be effective unless in writing and signed by the Party granting the waiver.

15. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the Parties with respect to its subject matter and supersedes all prior or contemporaneous understandings, agreements and communications, whether written or oral, regarding the subject matter hereof.

16. GOVERNING LAW; SEVERABILITY

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to its conflicts of law principles. If any provision of this Agreement is determined to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

17. COUNTERPARTS

This Agreement may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. Signatures delivered electronically shall be binding.

ACKNOWLEDGMENT

By signing below, Client acknowledges that Client has read and understands this Agreement, has had an opportunity to ask questions, and consents to the terms herein. Client further acknowledges receipt of a copy of this Agreement.

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