Counxel Legal Firm Terms & Conditions
Counxel Legal Firm Terms & Conditions
Client: The Client(s) (“you”) consists of the individual and/or entity that is listed. It will be our primary purpose to protect your interests notwithstanding any other interested parties that may be involved. The Client and Firm may agree in writing to expand this representation to additional individuals and/or entities that may be affiliated with the Client, subject to conflicts of interests.
Scope of Services Provided: Our representation will include assisting the Client with scope of service initially listed and any other additional services agreed upon by the Client and the Firm, in writing. Responsibility for these additional services will only begin at the time that the Client provides any additional advance deposit or flat fee requested by the Firm. The Client agrees to be bound by the terms and conditions in effect at the time any additional work is requested and performed.
Fees: We bill for our professional services in hourly rates or flat rates, as communicated with the Client, that are established by industry standards and in accordance with rule 1.5 of the Rules of Professional Conduct enacted by the Arizona Supreme Court. The flat rates are established by the Firm and conveyed to the Client. The hourly rates are primarily based upon years of experience and professional attainment in certain legal practice areas. As the experience and professional attainment periodically change, we likewise review and adjust these hourly rates, usually at the beginning of a calendar year. The firm uses other attorneys, paralegals, assistants, contract workers and clerical staff as needed in order to provide you with quality and cost-efficient legal services. At times, this may include joining together with attorneys from other law firms. The hourly rate for attorneys and partners ranges between $300-$650. The hourly rate for non-attorney professional staff ranges between $105-$250. If you are a Counxel On-Call Member or a member of a Paid Discount Legal Plan, then you are will receive those discounts and benefits, subject to the terms and conditions herein.
Conflicts of Interest: Client understands that this Firm cannot represent two parties who have adverse interest to each other in the same matter, and that the Firm may not be able to represent two parties who have adverse interests to each, in unrelated matters. Because of this, it is the Client’s responsibility to notify the Firm of any and all parties who may be involved in matter for which you are seeking assistance from the Firm. If you fail to do so, it may negate the Firm’s ability to represent you moving forward. In those instances, any fees incurred will be immediately due and owing from the Client.
Counxel On-Call Members Only: Members are entitled to the membership benefits and discounts of the Counxel On-Call membership as defined by the Firm and subject to the limitations as outlined by the Firm from time to time. Members agree that the Firm can charge the monthly membership fee automatically and without notice and that you authorize all such payments. Members understand that the membership carries a three-month minimum commitment. For any services offered to Members outside the Counxel On-Call membership, the Member agrees to be bound by the terms and conditions in effect at the time any additional work is requested and performed (subject to applicable benefits and discounts).
Paid Legal Discount Plan Participants Only: For participant of a legal plan that allows for a discount on fees, then that discount will be applied at the time of the invoice for services rendered. Paid Legal Discount Plans do not apply to Advanced Deposits or Hard Costs. Additionally, if participants fail to pay for services rendered by the Firm timely, except when there is a reasonable question or dispute as to the amount of the invoice, then participant discounts are rescinded and will be charged the full hourly or flat rate due.
B1 Limited Scope – Scope: If your scope of service is “B1 Limited Scope” then you are entitled to a limited scope representation as designed by the Legal Discount Plan. This typically includes a limited document review or the preparation of a simple demand letter. If you desire for your services to continue beyond this limited scope, then it must be agreed to in writing by the Firm and you must pay the necessary retainer/advance deposit as requested by the Firm.
Statutory Agent Subscribers: If your scope of service is “Statutory Agent Subscriber” then it is important to understand those services as they are different from full representation services. The Firm acts as a statutory agent as requested and as agreed to by the Firm. Statutory agent subscribers agree to be charged a yearly fee for the Firm to act as it/their statutory agent. Subscribers agree that the Firm can charge your yearly subscription amount automatically and without notice and that you authorize all such payments. You also consent to providing updated information to the Firm within 30 days of any change of address/phone number/email/name/information so that the Firm can adequately contact the Subscriber expeditiously. Any inability of the Firm to make contact with the subscriber due to outdated information is the sole responsibility of the subscriber. The subscriber further acknowledges that just because the Firm acts as a statutory agent for the subscriber, it does not mean the Firm will represent you in the legal matters unless expressly agreed to in writing by the Firm and Subscriber. In doing so the Subscriber expressly agrees to be bound by the terms and conditions of the Firm in place at the time the work is requested and performed.
Advance Deposit. If you are billed hourly for services, then you will be required to keep and replenish an advance deposit. We may also require you to replenish the advance deposit in an amount higher than previously provided depending on the needs of your legal matter. Failure to replenish the advance deposit may result in termination of representation.
Hard Costs: On occasion, there are out-of-pocket costs incurred which are not part of the hourly rate or flat rate fees. These items are things such as court filing fees, court reporter fees, statutory agent fees, governmental agency filing fees, expert witnesses, travel expenses, mailing costs, expert witness fees, and special research tools costs. We anticipate making advances of these hard costs with the understanding that you will be responsible for them. At times, you may be asked to directly pay hard costs to the service providers of those costs.
Billing: Each month you will receive an invoice for services rendered. This will include any hard costs that we have received up to that time (with the understanding that costs sometimes are not immediately billed by third party providers). All invoices (except flat rates which are due the fifth of each month) received are due and payable within 14 days of receipt of the invoice. If you have questions regarding your invoice, then please contact the Firm before the date the invoice is due. Otherwise, we will charge the credit card on file for your matter in the amount of the invoice.
Any invoices not paid timely are subject to a 10% late fee with interest accruing at 5% per annum. All invoices not paid within 30 days of receipt may be turned over to collections. All fees and costs associated with collections will be charged to the Client.
Funds held in Trust: The Firm requires that Client’s pay retainers (sometimes called advance deposits). At the conclusion of a matter, any funds held in trust are the responsibility of the client to request back. Because the administration of a trust account requires both accounting and bookkeeping personnel, any funds held in trust after the conclusion of a matter will be charged a $50/month administration fee which until the remaining funds are either requested by the client or exhausted.
Black Card Service: Certain clients that have built up a long standing and trusted relationship with the Firm may receive the opportunity to transition to a the Counxel black card service. This allows the client to forego the need for an advance deposit on certain matters and requires in exchange for that client authorizing the Firm to charge the Client’s credit card on file at the time any invoice for that Client is issued. The Firm retains to exclusive right to reject certain clients this opportunity as well as the right to cancel this opportunity at any time without the Client’s consent.
Earned Upon Receipt: For all membership, subscriber, and flat fees, those fees are non-refundable and earned upon receipt.
Of-Counsel Relationships: You understand and agree that the Firm can and does utilize Of-Counsel relationships with other attorneys/firms to facilitate work on Client matters. This means that you and your legal matter may at any time be assigned to another attorney who has an Of-Counsel relationship with the Firm and that all of the terms of the representation letter will apply to your relationship with the Of-Counsel attorney.
Referral Fees: Firm may also agree to pay referral fees to others and/or share a portion of its fees with co-counsel or others. In connection with the same, Client agrees that Firm can engage in referral fee sharing and can share information about the billing and settlement of Client’s matter and Client waives any conflict, privilege, or confidentiality associated with such very limited communications. The referral fee or fee sharing will come out of the Firm’s fee only. Thus, any referral fee or fee division will not result in Client owing any additional fees.
Client’s Duties: In order for the Firm to best help you with your legal matter, you agree to promptly and fully cooperate with the Firm when asked to provide information, documents, communications and when asked to participate in email correspondence, phone calls, strategy discussions, deposition preparation, discovery responses, settlement conferences or at any other time requested by the Firm or the court. You must notify the firm of any change to your address or contact information.
Document Retention: You may provide us with documents and other materials throughout our representation of you. At the end of our representation of you, we may return the documents and material to you or retain them. You may request these documents and materials from the Firm at any time. It is our policy to destroy any hard copies of Client documents or materials after 5 years. In most cases we store documents electronically. This means that we destroy the originals after we scan them into electronic form. Your acknowledgement of this representation letter confirms your consent to our handling documents in this way.
Waiver of Conflicts: The Firm represents many other companies and individuals. It is possible that some of our present or future clients could have disputes or transactions with you. Therefore, as a condition to our undertaking this matter, you must agree that the Firm may continue to represent or may undertake in the future to represent existing or new clients in any matter that is not substantially related to our work hereunder for you, even if the interests of such entities in those other matters are directly adverse to you. We agree, however, that your prospective consent to conflicting representation contained in this paragraph shall not apply in any instances where, as a result of our representation of you, we have obtained privileged, proprietary or other confidential information of a nonpublic nature that, if known to such other entity, could be used in any such other matter by such entity to your material disadvantage.
Refund Fees: All refunds or transfers of credit card payments made by or on behalf of the client to the Firm are subject to up to a 3.95% credit card processing fee (as a refund to the Firm for the charges that the credit card company charges against the Firm) in addition to a minimum $100 administrative fee for time spent by the Firm for handling the refund transaction for the Client. This amount will be automatically deducted from any advance deposit the Client has with the Firm.
File Transfer: If the Firm is asked or required by the Client to transfer the Clients file to the Client or a new law firm then it is subject to a transfer processing fee of $150 for small files and $300 for large files or 50 cents a page. If available, this amount will be automatically deducted from any advance deposit the Client has with the Firm.
Client acknowledges and consents to the Firm getting referral fees of up to 50% on transferred files when an attorney leaves our Firm. The Client understands that none of these referral fees impact the amount a Client pays for legal services.
Anti-Piracy: Client agrees that Client, whether directly or indirectly, will not solicit, entice, induce, compel or request any employee or affiliate of the Firm to terminate or sever or reduce their relationship with the Firm. If so, the Client agrees to pay a placement fee in the greater of 25% of the attorneys’ yearly salary or earnings, or 25% of the attorneys’ yearly revenue production.
Joint Representation Waiver: In the event that the Firm jointly represents more than one individual or entity in the same legal matter, each client consents to such representation and consents that the interest of the other parties who are clients of the Firm are not materially adverse to one another. Client understands and agrees that the information received by one party represented by the Firm will be shared with the other parties represented by the Firm. The Client further understands and agrees that if one or any party’s represented by the Firm has a position that becomes materially adverse to any other party represented by the Firm in that matter, then the Firm may be required to withdraw from representing all parties in the matter.
Conflicts: The Firm engages in conflicts checks, as required, on all clients and matters. It is possible that a conflict either present or future, limits the ability of the Firm to provide representation, in whole or in part, to a Client.
Responsibility For Payment: Whether you are the Client or a Third-Party Payor, you agree and understand that you are responsible for the entire amount due on any invoice for services performed by the Firm relating to the representation agreed to.
Spousal Consent: If married (or you become married) you attest that obligations for payment to the Firm are done with spousal consent/knowledge and agreement and all debts incurred are both individual and community property obligations.
Signor Consent: The signing party agrees that any obligations for payment to Firm are the responsibility of both the individual signor, as a personal guarantor, and any entity for which the signor is an authorized signor (if applicable).
Third Party Payor Credit/Debit Card on File: By accepting these terms and conditions, you consent to be responsible for the legal fees of a Client of the Firm. You hereby agree to allow the Firm to maintain your credit/debit card information in its secured payment portal and you authorize the Firm to charge your credit/debit card for the full amount of any invoice on or after any invoice due date if such invoice is not paid by the Client before that time by the Client(s). You expressly acknowledge and consent that you are authorized to give consent, for the credit/debit card provided, that the Firm can both retain the credit/debit card on file and that the Firm can charge the credit/debit card as outlined. You also acknowledge that just because you pay for a client to receive representation by the Firm, it does not entitle you to confidential or attorney-client privileged information.
Termination of Representation: Our representation will automatically terminate, without requiring any further action or notice on our part, upon the earlier of (1) completion of the above-referenced tasks/advice, (2) a settlement agreement disposing of your clients is fully executed, (3) any tribunal issues a decision on, or disposes of your claims, or (4) we withdraw from your matter (as allowed herein, including due to conflicts arising out of any joint representation, or otherwise) 5) our sending you our final invoice. Such termination is effective immediately, and we shall have no continuing legal duties to provide legal advice or guidance, even if all claims are not settled, disposed of, or decided, and even if your claims are still subject to further action (such as appeals).
When termination is either requested by the Client or by the Firm, then any and all work performed for the Client by the Firm because due and payable immediately and the Firm is authorized to charge any credit card on file, or utilize any advanced deposit held in trust for that client to satisfy the payment obligation.
Preservation of Evidence: If our representation involves any dispute that may lead to litigation, then under the Federal and Arizona Rules of Civil Procedure, you have an obligation to protect and preserve all evidence related (however slightly) to this dispute. This includes paper and electronic documents, emails, voice messages, recordings, computers, cell phones, PDA’s, and other electronic devices, notes, calendars, audio tapes, and other related data. It is imperative that you immediately suspend all document and electronic data destruction or rotation policies (including backup media) that would otherwise apply, and take steps to preserve all documents and electronic data (including email accounts and the emails contained therein). Immediately remove from use any electronic devices (including computers and backup media), and protect and preserve such devices, email account, etc., and test for completeness and functionality.
Attorney-Client Communications: By signing, you hereby agree that any document or message that we (a) send to your email address/phone number or (b) make available to you via online document sharing services (such as DropBox, Egnyte, Google Docs, SugarSync, Sharepoint, or the like), constitutes receipt of that document and/or message as if it was delivered to you in person. As a result, it is imperative that you ensure our emails are being received and are not being caught in a spam filter, or otherwise diverted.
Attorney-client communications are generally privileged, but that privilege can be destroyed if the communications are not kept confidential. Thus, you hereby represent that your email address is secure and confidential, and that you will continue maintaining it as such. You also hereby acknowledge that we have instructed you never to share our communications with others. You have agreed to do so, and you have furthermore agreed to maintain the confidentiality of our communications by, among other things, not doing the following: forwarding our emails; accessing our emails at work, in public, over unsecure networks, or on anyone else’s computer, phone, etc. (including your employer’s); speaking on the phone where it can be overheard by others; speaking with us over an employer’s phone line (or over a phone line provided by an employer); discussing this matter with others; and, sharing documents with others, reading such documents in public, not shredding documents before disposal, or leaving them unsecured.
Due Diligence: You acknowledge and agree that we are undertaking this representation without having an opportunity to conduct a full and complete investigation, and that we may be required to withdraw from
representing you as additional facts are uncovered, or our understanding of your matter changes. You agree that we may withdraw at any time by giving reasonable written notice, and you agree to sign substitution/withdrawal forms in the event of withdrawal. You also acknowledge and agree that we are authorized to terminate representation for reasons including, but not limited to: (1) a determination, in our sole judgment, that pursuit of the claim is no longer warranted due to facts you have not previously disclosed to us; (2) a determination, in our sole judgment, that we are actually or potentially ethically prohibited from continuing the representation; (3) any failure to follow our advice, cooperate fully in the representation, or provide requested information or documents; (4) your commission, in the past or future, of a crime or fraud; (5) any failure to fully or truthfully disclose all relevant information to us; (6) you insisting upon a course of conduct that we consider repugnant or imprudent; (7) the representation becoming an unreasonable financial burden to us, (8) you rendering continued representation unreasonably difficult, or 9) you fail to provide communication in a prompt and professional manner with the Firm.
Venue and Jurisdiction: This engagement with this Firm is governed by the laws of the State of Arizona, without respect to any rules regarding the conflicts of laws. You and all signatories (directly or through you) hereby (1) consent to the personal jurisdiction of all federal and state courts in Arizona, (2) acknowledge and agree that any action arising out of, or related to, your engagement with the Firm shall be commenced, prosecuted, and defended exclusively in the state or federal courts of the State of Arizona, County of Maricopa. In any dispute arising out of or related to your engagement with the Firm (including credit card charge disputes that are not litigated), the prevailing party shall be entitled to attorneys’ fees and all costs (including non-taxable costs). In the event of such a dispute, this Firm may represent itself and is entitled to be reimbursed at its then-prevailing rate if it is the prevailing party.
Amendments: The Firm hereby reserves the right to amend the monetary terms of your engagement with the Firm, upon notice to the Client via email or mail.
Severability: Should any provision of these terms and conditions be deemed unenforceable by a court of law, then that provision can be removed, in part if possible or in whole if necessary, so as to leave the rest of these terms and conditions in full force and effect.
No Third-Party Beneficiaries: Your engagement with the Firm is intended to be for the sole and exclusive benefit of the Parties. Thus, except as expressly provided herein, nothing in these Terms and Conditions shall give, or is intended to give, any person or entity, other than the parties hereto.
Successors and Assigns: These terms and conditions shall inure to our benefit by binding all of your predecessors, successors, beneficiaries, grantees, transferees, assigns, heirs, executors, administrators, directors, officers, shareholders, employees, agents, partners, representatives, attorneys, corporations, subsidiaries, divisions and joint venturers, as well as any affiliated individual or entity. The Firm holds the right to assign your engagement with the Firm as necessary and/or to any successors or purchasers of the Firm. The Client cannot assign this engagement with the Firm to any other person or entity unless agreed by the Firm.
Limitations: Unless legal services for a specific matter have been expressly requested by the Client and consented to by the Firm, any legal or non-legal issues, claims, or demands against the client relating to the unrequested legal services shall not be construed against the Firm or its associates. Damages resulting from any negligence of the Firm shall be limited to the amount of fees by the Client to the Firm.
Misrepresentations: For any known or unknown misrepresentations and/or omissions by the Client that are relied on by the Firm or its associates, the Client shall indemnify and hold the Firm harmless from any and all liability, harm, claims, or damages resulting from such action or inaction.
Limitation On Waivers: You hereby acknowledge and agree that if we fail to enforce, exercise, or otherwise act on (a) any breaches, and/or (b) any options, rights, remedies, or otherwise that are provided by, related to, or arising out of your obligations to the Firm, including those outlined in these terms and conditions, such failure shall not constitute a waiver, and also shall not limit or prevent us from, at a later date, enforcing, exercising, or otherwise acting on such breaches, options, rights, remedies, or otherwise.
Waiver of Liability and Indemnification: You hereby acknowledge and agree that you will indemnify and hold the Firm harmless from any all liability resulting from your actions, omissions, and errors and that the Firm is only liable for direct harm (not consequential or punitive) caused to you by gross misconduct or intentional torts of the Firm. You expressly understand due to the ever-changing nature of laws and situations, the information and advice provided to you by the Firm can only be relied at the time it is delivered to you, and not after. If you
Third Party Fault and Waiver: The Firm uses multiple third-party services and software to provide its services. In the event of any harm caused to you from these third-party services and software (such as a data breach), you agree to hold the Firm harmless and to seek recourse directly against the third=-party service or software responsible for the harm caused to you.
Communications and Marketing: You and your affiliated individuals/entities accept that we can email, text, call or contact you through any means available both for legal matters, and for any and all marketing of the Firm or its affiliates.
No Advice Regarding These Terms and Conditions: The Firm is not acting as your counsel in advising you with respect to this letter, as we would have a conflict of interest in doing so. If you wish to be advised by independent counsel on the question of whether you should be so represented, we recommend that you consult with independent counsel of your choice. In addition, if you have any questions or would like additional information, we would be happy to discuss this matter with you.
Conclusion: We look forward to working with you. Your signature acknowledges and affirms your consent to this engaging this Firm under the terms and conditions provided and as updated by the Firm from time to time.
You acknowledge and agree that our representation will not begin, and we therefore cannot advise or represent you regarding, any matter (including legal deadlines) until you have made the payment requested above and you have provided us a fully signed copy of this agreement.