Our Engagement Letter

We are very pleased that You are retaining us for legal services. We look forward to representing You and helping Your business grow, and resolving Your legal issues. This letter confirms Your engagement of Oliver & Grimsley, LLC

1. Our obligations to You. If You are executing this letter as a representative of an entity, You represent that You have authority to bind your entity, and You acknowledge and We agree that Our engagement is with the entity only, and not with You individually (if this sentence applies, “You” or similar pronouns in this letter refer to the entity). We will only perform work You request us to perform, We will keep accurate records of Our work, We will communicate with You regarding Our services, We will comply with Our ethical and legal obligations to You, We will bill You a fair and reasonable fee, and We will use Our best effort to reach a successful conclusion to any matter in which We are engaged. We encourage communication and if You ever feel We are not meeting these obligations You agree to let us know.
2. Your obligations to Us. You agree to keep us informed and disclose to us all material facts related to matters in which We are engaged, and to pay Our fees.
3. Fees. Our hourly fees will be set forth in our Engagement Letter.  We may change Our fees, and We will send You an electronic notification of such changes which may link to an online location to see our updated rates. Some of Our services are offered on a fixed fee basis, also disclosed at the previous link. In some cases We also quote fixed fees for specific work (for example, providing forms, reviewing agreements, and drafting agreements, where We are not on calls or negotiating). All fixed fee services will be confirmed in an electronic communication; in the absence of such confirmation all fees are billed hourly.
4. Expenses. If We incur external costs on Your behalf, such as filing fees, delivery charges, and similar expenses, You agree to pay those expenses. We do not mark up any cost We incur, and We do not charge separately for paper, fax, phone expenses (other than conference call fees We incur on Our bridge). For large expenses We may request that You prepay those costs, or pay them directly. We may charge a separate expense fee for online computer research when We use services like Westlaw, Lexis or similar services.
5. Patent, Trademark, Copyright and associated maintenance fees. If We are engaged in a matter that involves maintaining an intellectual property filing, Your account must be fully paid up before we will pay these fees for you.  In addition, in our discretion, we may require that you pre-pay both the filing fee and the fees associated with our work to make the filing (we will typically require prepayment for filing fees in excess of $300).  We will advise You of the nature and amount of the filing fees before You incur them, provided that if We are unable to reach You, or You do not respond, We may not pay such fees and Your filing may go abandoned.  In that case, if We cannot reach You, We may also advance these filing fees for You, to prevent an abandonment, and You agree to pay said fees.  Often these maintenance fees are only due at periods that are long after the initial registration, so You should keep Your contact information with Us up to date.
6. Invoices, payments. We will render invoices for services and expenses periodically (typically monthly) and You agree to pay Our fees and expenses within 30 days of Our invoice for them. We are entitled to Our fees regardless of the outcome of the matter.
7. Collection efforts.  If You fail to pay a bill timely, we will use reasonable effort to contact You and request payment.  After reasonable effort if Our bill remains unsatisfied, You hereby consent to Us supplying all relevant billing – invoicing information relating to Your file to a collection agency for collection, and You further consent to Us, either directly or through a collection agent, reporting such non payment to a credit reporting agency. You agree to pay all of our collection agent costs and expenses.
8. Discounts. If You keep your bank account on file and allow us to charge that to pay Our fees within 15 days of the date of Our invoice, We will discount the fee portion of the bill by 5%. This discount does not apply to reduced rates, capped fees, or flat rate arrangements.
9. Insurance and litigation hold. If You have contacted us in a matter in which a third party has threatened to sue You or otherwise is making a claim against You, We advise You to: (a) review all insurance policies to determine if the claim is covered; and (b) terminate all document destruction related to such claim, and preserve all such evidence. Please contact us to discuss these matters if they apply to this engagement.
10. Retainers. If We have requested a retainer, that amount should be paid before We commence work, though We may commence work for You before We receive the retainer. Retainers are maintained in an Interest On Lawyers Trust Account (IOLTA) and pursuant to applicable law all interest on such funds is paid to Legal Aid. In some cases We may also open separate interest bearing accounts for You. We may request that retainers be replenished or maintained, if You are engaging us for substantial amounts of time, or We have had issues with payment of Our invoices. If on the completion of Our engagement You have remaining funds in Our retainer We will promptly repay them to You upon request, unless We have an outstanding balance in which case We will first pay Our invoice from such remaining funds. We may (and You authorize us to) use Your retainer to pay any invoice We have issued. We will make those deductions typically in the middle of each month and We will report such use in Your next invoice.
11. Confidentiality. We are under the highest fiduciary duty of care to maintain Your client confidences. We will comply with this duty, unless You expressly or implicitly waive it. We also have a privacy policy related to use of Our Website.
12. Electronic communications. We communicate (and You agree to communicate) using electronic communications.
13. Records retention; file security; paperless files. We operate on a paperless basis, meaning that We store Your records electronically. We use off site email storage, We use online banking, and We use online and cloud based document storage. While We use reasonable effort to maintain such records securely, and Our vendors have covenanted to us that they will also make such reasonable efforts, We advise You that no computer system is free from risk of data breach.
14. Termination. You may terminate Our representation at any time on notice to us. We may terminate Our representation of You, subject to the Maryland Rules of Professional Conduct, and any applicable rules of the Patent & Trademark Office, upon written notice to You. On a termination, You agree to pay all accrued fees through the date We terminate work. As long as Our fees are paid, We will return or make available Your electronic files at the end of Our representation.  We may charge a reasonable fee for review and assembly of such files.  If you are entitled to a return of any retainer and request a check or payment to be sent outside of the United States, you are responsible to pay all overnight/international delivery or bank charges (for example stop payment fees if the check is lost) to send you the check/payment, and you agree that such expenses will be deducted from the retainer balance and retained by us.