Attorney Client Services Agreement
Terms and Conditions
TERMS AND CONDITIONS FOR FPL, PC, A PROFESSIONAL CORPORATION D.B.A. FARGO PATENT AND BUSINESS LAW
These Terms and Conditions (“Terms”) shall be fully incorporated into the Attorney Client Services Agreement (the “Agreement”).
Unless defined otherwise, the terms and definitions used herein shall refer to the terms and definitions set forth in the Agreement. Firm and Client are collectively referred to as the Parties (“Parties”).
By agreeing to the Agreement, Client explicitly agrees to the following Terms and Conditions:
- Master Agreement. Unless otherwise specifically agreed in writing between Client and Firm, the Agreement and these Terms will govern the transactions, by which the Firm will provide legal services to the Client regarding the (i) scope of work detailed in the Agreement or (ii) agreed upon legal services.
- Service. The Client herby agrees to engage the Firm to perform the items described in the Agreement (“Service” or “Services”). To the extent the Client wishes to engage the Firm to provide legal services regarding other matters, no work shall be agreed to until the Firm agrees in writing to provide such legal services. It is the Firm’s policy to confirm in writing the nature of the engagement and terms of our legal representation. If Client does not understand all of the terms or language in these Terms or the Agreement, please contact the Firm prior to signing.
- Scope. The legal services in which Client is hiring the Firm is only the specific work detailed in the Agreement or other exhibits that incorporate these Terms and agreed to by both Parties.
- Price. Client shall pay Firm the fee(s) described in the Agreement or as detailed in other writing. Firm promises to provide such Services. Client is responsible for payment of all legal fees, expenses, and disbursements, regardless of whether or not any money is recovered through settlement or judgment. To the extent the Firm is successful in recovering a settlement or judgment on Client’s behalf, all legal fees, costs and expenses not previously paid will be deducted from the gross amount recovered in the settlement or judgment. Firm will provide a summary statement listing these deductions as the time of any payment from a settlement, judgment, or arbitration award.
- Expenses. In the course of rendering services to Client, it may be necessary for Firm to incur expenses for items such as filing and recording fees, deposition transcripts, computerized legal research, notary service, overnight or special delivery service, postage, photocopying, facsimile transmissions, telephone calls, travel, lodging, meals, and overtime for firm secretarial and other staff services. The actual expenses incurred will vary depending on the services provided. Certain expenses may include an adjustment, above cost, to cover Firm expenses in providing the billed service. However, expenses paid entirely to third parties, such as travel and lodging expenses, will be billed to Client as our out-of-pocket costs. Expense items incurred on Client’s behalf will be itemized separately and listed on a billing statement. Third-party expenses may be forwarded directly to Client for payment. As is customary, expense disbursements may not be current at the time of final billing. Remaining disbursements, if any, will be billed at a later date.
- Late Payment. If Client fails to pay statements in full on or before the due date set forth on the statements, Firm reserve the right to assess Client with a monthly service charge equal to 1.5% of all fees, expenses and disbursements that are past due. This monthly service charge will be billed to Client at the end of each month in which a late payment occurs. In no event will the service charge be greater than that permitted by any applicable law. In the event that Firm is required to file an action or proceeding to collect any late payment or assessed monthly service charge, Client will be required to pay for all costs of collection, including without limitation all filing fees, third-party expenses and attorney’s fees incurred for Firm efforts in collecting such amounts. If Firm uses in-house attorneys or legal assistants to pursue such an action or proceeding, the fees charged shall be calculated on an hourly basis using the applicable hourly rates for the attorneys and legal assistants who perform such work. Firm will maintain a lien on all files in possession and their content until payment in full on all amounts due. In litigation or arbitration matters in which a money judgment or settlement is rendered in Client’s favor, Firm will maintain a lien on all proceeds thereof to the extent of any unpaid fees, expenses or disbursements.
- Termination. To the extent permitted by rules of professional responsibility and the court or arbitration rules, Firm may terminate representation at any time if Client breaches any material term of these Terms or the Agreement, fails to cooperate or follow Firm’s advice on a material matter, if a conflict of interest develops or is discovered, or if there exists, at any time, any fact or circumstance that would, in Firm’s opinion, render Firm’s continuing representation unlawful, unethical, or otherwise inappropriate.
- File Retention. Firm will retain Client’s legal file for a period of one year after the completion of Services and may destroy the file after such time period.
- No Guarantee of Success. It is specifically acknowledged by Client that Firm has not made any warranties or representations to Client, nor has Firm given any assurances as to the favorable or successful resolution of Client’s claim or defense of the action referred to above; nor as to the favorable outcome of any legal action that may be filed; nor as to the nature or amount of any awards or distributions of property, attorney’s fees, costs, or any other aspects of this matter. All of this law firm’s expressions relative to Client’s situation are limited only to estimates based upon Firm’s experience and judgment and are only opinion. Such expressions should not be considered as representations, promises, or guarantees of results which might be obtainable, either by way of a negotiated settlement or in a contested trial.
- Mediation. Any controversy or claim arising out of or relating to these Terms or the Agreement, or the breach thereof, shall be settled by arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof.
- Jurisdiction. These Terms and the Agreement is negotiated and delivered in North Dakota and shall be governed by North Dakota law.
- Notices. All notices, demands and requests required to be given by either party to the other shall be in writing and shall sent via email as indicated below their respective signature block.
- Modification. These Terms and Agreement may only be modified pursuant to a writing executed by both Parties.
- Headings. The Parties hereto mutually agree that the headings and captions contained in the Agreement and these Terms are inserted for convenience of reference only and are not to be deemed part of or to be used in construing the Agreement or these Terms.
- Successors & Assigns. The covenants and agreements herein contained shall be binding upon and inure to heirs, successors and assigns. Parties may not assign these Terms or the Agreement.
- No Waiver. No waiver by a party of any provision of these Terms or the Agreement shall be deemed a waiver of any other provision or of any subsequent breach by the other party.
- Severability. If any sentence, paragraph or article of these Terms or the Agreement is held to be illegal or invalid, this shall not affect in any manner those other portions of these Terms or the Agreement not illegal or invalid and these Terms or the Agreement shall continue in full force and effect as to those provisions.
- Counterparts. These Terms or the Agreement may be executed in one or more counterparts.
- Signatures. Faxed, electronic or emailed signatures shall be deemed to be the same as an original signature.
TERMS AND AGREEMENT READ, UNDERSTOOD, AND FAIR. THE PARTIES HAVE CAREFULLY READ AND CONSIDERED ALL PROVISIONS OF THESE TERMS AND AGREEMENT AND AGREE THAT ALL OF THE RESTRICTIONS AND TERMS SET FORTH ARE FAIR AND REASONABLE AND ARE REASONABLY REQUIRED FOR THE PROTECTION OF THE INTERESTS OF THE PARTIES. THE PARTIES HAVE BEEN ADVISED TO HAVE THE TERMS AND AGREEMENT REVIEWED AND EXPLAINED BY INDEPENDENT COUNSEL AND ACKNOWLEDGE THAT THEY HAVE DONE SO.