Thank you for selecting Ethos Legacy Group, PLLC (“Ethos”) to represent you and assist you with your estate planning needs. We appreciate you choosing us and trusting us to assist you with your important legal, financial, tax and family matters. Our team will work with you and your advisors to accomplish your goals in an efficient and effective manner. These terms and conditions set forth the scope, nature and terms of our engagement.
We look forward to working with you and helping you and your family protect your wealth from probate, estate taxes, income taxes, creditors and predators and to pass on your financial and non-financial wealth in a manner that promotes family peace, unity and prosperity for future generations.
If you have any questions at any time, please do not hesitate to contact us.
It is our customary practice to confirm in writing the terms of our engagement on behalf of all clients and to explain the billing and payment arrangements with respect to our services. These terms are discussed in this engagement agreement. If our engagement changes or we undertake new matters for you at your request, the terms set out in this engagement agreement will continue to apply.
This engagement is laid out in the following attachments to this letter:
If any of the terms of this engagement are unclear to you, please contact us before agreeing to these engagement terms.
Parties Represented. The persons and/or entities that this firm is agreeing to represent in this engagement include only yourself unless otherwise agreed to in writing.
Parties Not Represented. Our firm will not be representing the interests of any other person(s) or entity unless otherwise agreed to in writing. These engagement terms contain our full and complete understanding with respect to our mutual commitments.
The scope of our representation and services that we will provide, and your financial obligations to us for those services, shall include and be limited to the products and services that you purchase on this website and the services identified in the section below titled “Services, Fees & Expenses.”
Fees. Our firm will be charging you the fees associated with any product or service that you purchase on this website. These fees apply for any consultations, meetings, or other communications as well as for any drafting and final execution of documents.
Expenses. Our fees for are exclusive of any filing fees or other costs associated with our representation of you, which will either be paid directly by you or be submitted to you for payment as agreed to you by you and Ethos on a cost-by-cost basis.
Our team will work with you and your advisors that you deem necessary to accomplish your goals in the most efficient manner possible.
Additional Matters. If you wish for Ethos to provide services in addition to those stated above, including but not limited to any litigation matters at any time, an amended engagement will need to be executed specifically stating the scope of any additional services to be provided.
If there are any additional matters for which we provide services which are not contemplated in this engagement, then our fees for any such additional services will be based on our time spent on the matter computed at our hourly rates in effect that time. It is our customary practice to inform you in writing prior to incurring any additional fees or expenses.
Ethics Rules. When beginning the representation of a client, the Rules of Professional Conduct require attorneys to communicate to the client the basis for their fees and the rates they will charge.
Factors. Although time expended is a major criterion for determining the amount of our fees for our legal services, our fees may be based on a more comprehensive measure of the reasonable value of such services. We determine the legal fees that we will charge by considering many factors. Our final fees for legal services may be revised to reflect such factors.
Some of the factors we consider include:
Activities. Some of the activities for which we may charge include, but are not limited to, time spent on:
Perform Services. We will perform legal services relating to the matters requested by you as modified from time-to-time by you or your authorized representative. We will assign personnel, including attorneys and legal assistants, as we determine to be warranted to perform our services for you. These engagement terms will govern all services provided by us for you or your affiliates.
Entity Representation. Please note that when we are engaged to represent a corporation or other entity, we are undertaking solely to represent such entity and we are not undertaking to represent any officer, director, manager, partner, or other affiliated person individually. In the course of our engagement, we may be asked from time-to-time by the corporation or entity to review certain issues that may affect its officers, directors, managers, partners, or other affiliated persons and to give advice with respect to such matters. Although as a convenience to the corporation or entity we may review these issues and may be compensated by the corporation or entity for these services, this does not constitute our undertaking to represent any of these persons individually. You agree in such events to notify the affected persons that they should consider engaging separate counsel with respect to such matters.
Payments. You agree to pay us on a timely basis for the performance of our legal services and to pay all expenses incurred in connection with those services. You agree that payment for our services and expenses is not contingent on the outcome of the matter or case or the closing of any transaction.
Provide Information. You also agree to provide all information that is reasonably available to you to assist us in representing you.
Importance. For estate planning engagements in which we prepare a Revocable Living Trust for you, we cannot overemphasize the importance of Asset Alignment and having a fully-funded Revocable Living Trust. An unfunded or partially funded Revocable Living Trust does not avoid probate on any transferrable assets that are not transferred to the Revocable Living Trust. You acknowledge that we have advised you about the importance of Asset Alignment and fully funding your Revocable Living Trust.
Instructions. We will provide you with thorough, detailed instructions that will assist you in Asset Alignment and funding your Revocable Living Trust.
Your Sole Responsibility. You acknowledge and understand that Asset Alignment and funding your Revocable Living Trust is your sole responsibility. You also acknowledge and understand that neither Ethos nor any of its attorneys or employees are responsible for Asset Alignment and funding your Revocable Living Trust.
Communication and Cooperation. In furtherance of this engagement, we will render professional services and provide legal counsel to you on behalf of you in accordance with these terms of engagement in reliance upon the information and guidance that you provide to us concerning your objectives in this engagement. For us to effectively represent you in this engagement, you agree to cooperate fully with us in all matters relating to this engagement and to fully and truthfully disclose to us all facts, documents, materials and information that may be relevant to this engagement or that we may otherwise reasonably request in connection therewith. You also agree to make yourself reasonably available to communicate and confer with us as may be deemed necessary from time-to-time given the nature of this engagement and your objectives regarding the same.
Failure to Communicate. Your failure to communicate and cooperate with us in this respect could have an adverse effect on our ability to effectively and efficiently represent your interests in this matter and may require that we suspend the rendition of further services in respect of, or entirely withdraw from, this engagement. You further understand that your failure to provide information, to cooperate with us or to fulfill your duties during the pendency of this matter may increase the cost of the legal services that we render.
Authorization and Decision-Making. You authorize us to take all actions that we deem advisable on your behalf in performing services for you. We agree to notify you of significant developments and to consult with you in advance regarding significant decisions relating to those developments. We own all work product.
Fees. Unless otherwise agreed in writing, our fees will be based on the time devoted to this matter by each attorney and legal assistant at an agreed upon fixed fee or at their respective hourly rates in effect at the time the services are performed. The fixed fees and hourly rates are subject to periodic review and adjustment. Timekeeping is approximate and is not precise. Upon request, we will furnish our current schedule of hourly billing rates. Our fees will begin to accrue when we first provide advice or other legal services, without regard to the date of, or your execution of, our engagement letter.
Joint & Several Liability. Absent a written agreement to the contrary, each client named in the engagement is jointly and severally liable for all fees and disbursements. Additionally, any entity formed in connection with the engagement is also jointly and severally liable for all fees and disbursements.
Attorney’s Lien. We shall retain a security interest in all property that is a subject of the engagement, including but not limited to an attorney’s charging lien and/or an attorney’s retaining lien, as applicable, on all fees and disbursements to the maximum extent permitted by the applicable governing law. This lien shall be self-executing, shall not require that any notice be served and shall attach as of the initial date of the engagement. The application of this lien and the laws governing its enforceability shall be construed as broadly as possible in our favor.
Fee Deposits. A fee deposit paid to our firm may be applied to the final statement for fees and expenses, or we may apply some or all of the fee deposit balance to satisfy current or past due statements. If we request that you replenish or increase the fee deposit balance, you agree to do so immediately upon our request, and we reserve the right to suspend services until the fee deposit is replenished or increased.
Expenses. In addition to fees for legal services rendered, you agree to pay for costs and expenses incurred in connection with our representation of you. Our costs and expenses may, in some cases, reflect amounts in excess of our direct costs (e.g., a portion of administrative costs allocated to the charge). Such costs and expenses include, but are not limited to, photocopies, long-distance telephone calls and faxes, courier services, postage, court reporters, recording, filing and certification costs and fees, overtime clerical assistance, expert advice and expert witnesses, Bloomberg Tax, Tax Notes, Lexis, Westlaw, or other computer database searches, patent, trademark, trade name and other searches, and docketing charges. You authorize us to retain and agree to pay the fees and expenses of those other persons or entities that we engage to perform necessary services, if any. You authorize us to direct these service providers to render statements for their services directly to you or to us.
Payment. You agree to pay in full each statement for services rendered and expenses incurred no later than thirty (30) calendar days following the date of any statement. You agree to the amount of the statement unless you object in writing within thirty (30) days of its receipt.
Late Fees. We reserve the right to add a charge of one percent (1%) per month for any statement that is not paid within thirty (30) days. Such charge will begin to run on the 31st day following the date of the statement and continues to the date of payment in full.
Scope of Representation. Unless otherwise agreed to in writing or we specifically undertake such additional representation at your request, we represent only the client named in the engagement letter and not its affiliates, subsidiaries, partners, joint venturers, employees, directors, officers, shareholders, members, owners, agencies, departments or divisions. If our engagement is limited to a specific matter or transaction, and we are not engaged to represent you in other matters, our attorney-client relationship will terminate upon the completion of our services with respect to such matter or transaction whether or not we send you a letter to confirm the termination of our representation.
Limitations on Engagement. We do not provide accounting or financial advisory services, and we specifically disclaim any obligation to advise you of the accounting treatment or financial results related to our representation. We recommend that you obtain accounting and financial advice from licensed professionals in those fields. Unless otherwise expressly stated herein, it is understood and agreed that you are not relying upon us for investment/accounting advice or decisions or to investigate the character or credit of any persons with whom you are or may be dealing in connection with this matter.
Conflicts of Interest. We have represented, and continue to represent many different individual, partnership, corporate and other organizational clients with various interests in numerous businesses and industries. Accordingly, it is possible that during the course of our representations of your interests in this engagement you may become involved in transactions or disputes with other clients of clients of our firm in which your interests are or become adverse to the interests of one or more of our other clients, whether present or future. If such a conflict between your interests and those of another of our clients, whether present or future, were to arise, we will promptly notify you of that circumstance as soon as we become aware of the same. However, we reserve the right, on account of any such conflicts of interest, to withdraw from this engagement and represent the interests of another client of this firm whose interests are in conflict with yours or, if required by the Rules of Professional Conduct adopted by the relevant bar association, or otherwise deemed by us to be professionally appropriate, to withdraw from the representation of both clients in the particular matter in or with respect to which such conflict of interest arises.
Waiver of Future Conflicts of Interest. It is a condition of our acceptance of this engagement that you understand and agree that we may continue to represent, or may undertake in the future to represent, any existing or future clients(s) in any matter which is not substantially related to the particular matter that we are handling for you in this engagement, even if the interests of such client(s) in such other matter(s) may be directly adverse to your interests, and even if such other matters involve or ripen into litigation. You should know, and are hereby advised, that in similar engagement letters with many of our clients, we have asked for and obtained similar waivers of future conflicts in order to preserve our ability to continue to represent you in similar circumstances. We agree, however, that your prospective agreement and consent to such conflicting representations shall not apply in any instance where, as the result of our representation of you, we have obtained sensitive, proprietary or other confidential information of a non-public nature that, if known to any such other client, could be used to your material disadvantage.
Termination of Representation. Either party may terminate this agreement and our representation with or without cause and at any time upon giving written notice to the other party. The termination of this agreement will not affect your obligation to pay for the legal services we have rendered. However, you agree in the event of such termination to pay us, within 30 days of our request, any amounts you owe us through the date of termination. You agree to give us timely written notification of such termination. We agree to refund you the portion of any retainer funds that you have paid, which has not been applied to the payment of legal fees or expenses at the time of termination. In any event, upon termination of this engagement or the conclusion of this engagement, we shall no longer be under any duty and/or obligation to perform or render professional services to you under this agreement. We will retain a full copy of your file in this matter, in electronic and/or paper format, for a period of five (5) years following the termination and/or conclusion of our representation of you in this matter, or for a longer period if required by applicable law. At the conclusion of such five (5) year time period, your file will be destroyed.
Withdrawal from Engagement. We will likewise have, and hereby reserve, the same right of termination of or withdrawal from this engagement (and any other representation of you) at any time and for any reason (including, without limitation, non-payment or untimely payment of our fees and/or expenses), subject only to leave of court (if required) and those obligations imposed upon us by the aforesaid Rules of Professional Conduct, including the obligations on our part to provide you with reasonable notice of any such termination of or withdrawal from this engagement. If we elect to exercise such right of termination or withdrawal, we will provide reasonable assistance to you in the transition of your representation to any successor attorney whom you may engage to handle the matter which is the subject of this engagement. Upon your written request in any format, we will promptly surrender to you (or, upon receipt of written authorization from you, to any such successor attorney whom you may so engage) your original file or a copy of your file, including any documents, papers, funds and/or other property then in our possession to which you may be entitled, subject to our right to retain and/or copy any such documents, papers, funds and/or other property in our possession to the extent permitted by applicable law. You agree to bear all costs of copying and delivery of your file that is incurred by us.
In the event of such withdrawal, you agree to pay us within 30 days following such withdrawal for all legal services rendered and expenses incurred. If we elect to do so, you must take all steps necessary to free us of any obligation to perform further, including the execution of any documents (including forms for substitution of counsel) necessary to complete our withdrawal, and we will be entitled to be paid for all services rendered and disbursements and other charges made or incurred on your behalf prior to the date of withdrawal.
Transition Upon Termination of Representation. Upon termination of this representation for any reason, either by you or by us, we agree to cooperate with any successor counsel designated by you in order to accommodate a smooth transition of the representation. However, to the extent that any fees for legal services rendered or expenses incurred remain unpaid, we may assert our attorneys’ lien to the extent provided by law.
Attorney-Client Privilege. Any communications between you and anyone at Ethos regarding legal advice are covered by the attorney-client privilege and neither you nor we can be compelled to divulge the substance of those conversations at a deposition or at trial. The privilege is to your advantage.
Waiver of Attorney-Client Privilege. Although we cannot choose to waive the privilege, you may do so if you wish. One way for you to waive the privilege is by repeating private conversations between us with other individuals whom we do not represent. Another way of waiving the privilege is by having third parties whom we do not represent be present, either in person or on the telephone, during conversations between us.
If you choose to waive the privilege, you or we may be compelled to testify as to the substance of all conversations that we have ever had and be compelled to reveal any advice or strategy we may have discussed at any time during our representation of you. This would work to your serious disadvantage and impair our ability to effectively represent you.
Therefore, we strongly urge you to be cautious and to not waive the protections of the attorney-client privilege.
E-Mail, Cell Phone and Other Communications. In the course of our representation of you we have a duty to preserve the confidentiality of our communications with you and other information relating to the representation. However, you and we need to recognize that all means of communication are, to some degree, susceptible to misdirection, delay or interception. Electronic mail and cellular telephone communications present special risks of inadvertent disclosure. However, because of the countervailing speed, efficiency, and convenience of these methods of communication, we have adopted them as part of the normal course of our operations. Unless you instruct us to the contrary, we will assume that you consent to our use of e-mail and cell phone communications in representing you.
Complete Agreement. This agreement supersedes all prior representations and understandings whether written or oral.
Governing Laws. The laws of the state in which your assigned Ethos attorney resides shall govern this agreement in all respects.