109-21 - Ogden Murphy Wallace - ContractCITY OF PORT ORCHARD
CONTRACT FOR PROFESSIONAL SERVICES
Contract No. 109-21
This Agreement is entered into by and between the City of Port Orchard, a Washington
municipal corporation ("City"), and Ogden Murphy Wallace ("Consultant") whose principal office
is located at 1601 Fifth Avenue, 2100 Westlake Center Tower, 1000, Seattle, Washington 98 10 1.
WHEREAS, the City has determined the need to have certain services performed for the
residents of the City of Port Orchard., requiring specific expertise,
WHEREAS, the City has a Civil Service Commission pursuant to RCW 41.12 of the laws
of the State of Washington and Port orchard Municipal Code Chapter 2.30, and
WHEREAS, the Civil Service Commission desires to have the Consultant perform such
services pursuant to certain terms and conditions,
NOW THEREFORE, in consideration of the mutual benefits and conditions hereinafter
contained, the parties hereto agree as follows:
1. Scope and Schedule of Services to be Performed by Consultant. The Consultant
shall perform those services described in Exhibit "A" of this Agreement. In performing such
services, the Consultant shall at all times comply with all Federal, State, and local laws and
regulations applicable to the performance of such services. The Consultant shall perform the
services diligently and completely and in accordance with professional standards of conduct and
performance. The Consultant shall request and obtain prior written approval from the City if the
scope or schedule is to be modified in any way.
2. Compensation and Method ofPayment. The Consultant shall request payment for
work performed
The City shall pay Consultant [Check applicable method of payment]:
X According to the rates set forth in Exhibit "A." Rates may be adjusted on an
annual basis by written agreement of the parties as an addendum to this Agreement.
The Consultant shall complete and return to the City Exhibit "B," federal tax Form W-9,
prior to or along with the first billing invoice. The City shall pay the Consultant for services
rendered within ten (10) days after City Council voucher approval.
3. Duration of Agreement. This Agreement shall commence upon mutual execution
and shall terminate on December 31, 2024 ("Termination Date'), unless terminated sooner by
either Party as provided herein, provided the City shall have the right to extend the Agreement
beyond the Termination Date for an additional two (2) years by written notice to the Consultant in
advance of the Termination Date. Time is of the essence of this agreement in each and all of its
provisions in which performance is required.
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4. Ownership and Use of Documents. Any records, files, documents, drawings,
specifications, data or information, regardless of form or format, and all other materials produced
by the Consultant and submitted to the City in connection with the services provided to the City,
shall be the property of the City, whether the project for which they were created is executed or
not.
5. Independent Consultant. The Consultant and the City agree that the Consultant is
an independent Consultant with respect to the services provided pursuant to this Agreement. The
Consultant will be solely responsible for its acts and for the acts of its agents, employees,
subconsultants or representatives during the performance of this Agreement. Nothing in this
Agreement shall be considered to create the relationship of employer and employee between the
parties. Neither Consultant nor any employee of Consultant shall be entitled to any benefits
accorded City employees by virtue of the services provided under this Agreement. The City shall
not be responsible for withholding or otherwise deducting federal income tax or social security or
contributing to the State Industrial Insurance Program, or otherwise assuming the duties of an
employer with respect to the Consultant, or any employee of the Consultant.
6. Indemnification.
A. Consultant shall protect, defend, indemnify and hold harmless the City, its
officers, officials, employees, agents and volunteers from any and all costs, claims, injuries,
damages, suits, losses or liabilities of any nature, including attorneys' fees, arising out of or in
connection with the acts, errors or omissions of the Consultant, its officers, employees and agents
in performing this Agreement.
B. Should a court of competent jurisdiction determine that this Agreement is subject
to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons
or damages to property caused by or resulting from the concurrent negligence of the Consultant
and the City, its officers, officials, employees, and volunteers, the Consultant's liability, including
the duty and cost to defend, hereunder shall be only to the extent of the Consultant's negligence.
IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE
INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE CONSULTANT'S WAIVER
OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE
PURPOSES OF THIS INDEMNIFICATION. THIS WAIVER HAS BEEN MUTUALLY
NEGOTIATED BY THE PARTIES.
C. The provisions of this section shall survive the expiration or termination of this
Agreement,
7. Insurance. The Consultant shall procure and maintain for the duration of this
Agreement, insurance against claims for injuries to persons or damage to property which may arise
from or in connection with the performance of the work hereunder by the Consultant, its agents,
representatives, or employees.
A. Minimum Scope of Insurance. Consultant shall obtain insurance of the types
described below:
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1. Automobile Liability insurance covering all owned, non -
owned, hired and leased vehicles. Coverage shall be written on Insurance
Services Office (ISO) form CA 00 01 or a substitute form providing
equivalent liability coverage. If necessary, the policy shall be endorsed to
provide contractual liability coverage.
2. Commercial General Liability insurance shall be written on
ISO occurrence form CG 00 01 and shall cover liability arising from
premises, operations, independent Consultants and personal injury and
advertising injury. The City shall be named as an additional insured under
the Consultant's Commercial General Liability insurance policy with
respect to the work performed for the City.
3. Workers' Compensation coverage as required by the
Industrial Insurance laws of the State of Washington.
4. Professional Liability insurance appropriate to the
Consultant's profession.
B. Minimum Amounts of Insurance. Consultant shall maintain the following
insurance limits:
1. Automobile Liability insurance with a minimum combined
single limit for bodily injury and property damage of $1,000,000 per
accident.
2. Commercial General Liability insurance shall be written
with limits no less than $1,000,000 each occurrence, $2,000,000 general
aggregate.
3. Professional Liability insurance shall be written with limits
no less than $1,000,000 per claim and $1,000,000 policy aggregate limit.
C. Other Insurance Provision. The insurance policies are to contain, or be -endorsed
to contain, the following provisions for Automobile Liability, Professional Liability, and
Commercial General Liability insurance (as applicable to each line of coverage):
l . The Consultant's insurance coverage shall be primary insurance as
respects the City. Any insurance, self-insurance or insurance pool coverage
maintained by the City shall be in excess of the Consultant's insurance and shall
not contribute with it.
2. The Consultant shall provide thirty (30) days written notize by
certified mail, return receipt requested, to the City prior 'to the cancellation or
alteration of coverage.
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3. The City will not waive its right to subrogation against the
Consultant. The Consultant's insurance shall be endorsed to waive the right of
subrogation against the City, or any self-insurance, or insurance pool coverage
maintained by the City.
4. If coverage is written on a "claims made" basis, then a minimum of
a three (3) year extended reporting period shall be included with the claims made
policy, and proof of this extended reporting period provided by the City.
D. Acceptability of Insurers. Insurance is to be placed with insurers with a
current A.M. Best rating of not less than A:VII.
E. Verification of Coverage The Consultant shall. furnish the City with original
certificates for all policies and a copy of the amendatory endorsements, including but not
necessarily limited to, the additional insured endorsement for Automobile Liability and
Commercial General Liability, evidencing the insurance requirements of the Consultant before
commencement of the work.
8. Record Keepingand nd Reporting.
A. The Consultant shall maintain accounts and records, including personnel,
property, financial and programmatic records which sufficiently and properly reflect all direct and
indirect costs of any nature expended and services performed pursuant to this Agreement. The
Consultant shall also maintain other such records as may be deemed necessary by the City to ensure
proper accounting of all funds contributed by the City to the performance of this Agreement.
B. The foregoing records shall be maintained for a period of seven (7) years
after the termination of this Agreement unless permission to destroy them is granted by the Office
of the Archivist in accordance with RCW Chapter 40.14 and by the City.
9. Audits and Inspections. The records and documents with respect to all matters
covered by this Agreement shall be subject at all times to inspection, review or audit by the City
during the performance of this Agreement.
10. Termination. This Agreement may at any time be terminated as follows:
A. The City reserves the right to terminate or suspend this Agreement at any
time, with or without cause, upon thirty (30) days prior written notice.
B. In the event of termination or suspension, all finished or unfinished
documents, data, studies, worksheets, models, reports or other materials prepared by the
Consultant pursuant to this Agreement shall promptly be submitted to the City.
C. In the event this Agreement is terminated or suspended, the Consultant shall
be entitled to payment for all services performed and reimbursable expenses incurred to the date
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of termination.
D. This Agreement may be canceled immediately if the Consultant's insurance
coverage is canceled for any reason, w if the Consultant is unable to perform the services called
for by this Agreement.
E. The Consultant reserves the right to terminate this Agreement on thirty (30)
days prior written notice in the event that outstanding invoices are not paid within sixty (60' days.
F. This provision shall not prevent the City from seeking any legal remedies it
may otherwise have for the violation or nonperformance of any provisions of this Agreement.
11. Business License. The Consultant shall obtain ,a City of Port Orchard business
license before commencing wofk under this Agreement.
12. Discrimination Prohibited. The Consultant shall not discriminate against any
employee, applicant for employment, or any person seeking the services of the Consultant under
this Agreement, on the basis of race, color, religion, creed, sex, sexual orientation, age, national
origin, marital status, presence of any sensory, mental or physical disability, or other circumstance
prohibited by federal, State or local law or ordinance, except for a bona fide occupational
qualification.
13. Assignment and Subcontract. The Consultant shall not assign or subcontract any
portion of the services contemplated by this Agreement without the written consent of the City.
14. Conflict of Interest. The Consultant represents to the City that it has no conflict of
interest in performing any of the services set forth in Exhibit "A." In the event that the Consultant
is asked to perform services for a project with which it may have a conflict, Consultant will
immediately disclose such conflict to the City.
15. Confidentiality. All information regarding the City obtained by the Consultant in
performance of this Agreement shall be considered confidential. Breach of confidentiality 'ay the
Consultant shall be grounds for immediate termination.
16. Employment of State Retirees, The City is a "DRS-covered employer" which is an
organization that employs one or more members of any retirement system administered by the
Washington State Department of Retirement Systems (DRS). Pursuant to RCW 41.50.139(1) and
WAC 415-02-325(1), the City is required to elicit on a written form if any of Consultant's
employees providing services to the City retired using the 2008 Early Retirement Factors (ERFs),
or if the Consultant is owned by an individual who retired using the 2008 ERFs, and whether the
nature of the service and compensation would result in a retirement benefit being suspended.
Failure to make this determination exposes the City to significant liability for pension
overpayments. As a result, before commencing work under this Agreement, Consultant shall
determine whether any of its employees providing services to the City or its owners retired using
the 2008 ERFs, and shall immediately notify the City using the form attached hereto as Exhibit
"C". This notification to DRS could impact the payment of retirement benefits to the employee or
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owners of Consultant. Consultant shall indemnify, defend, and hold harmless the City from any
and all claims, damages, or other liability, including attorneys' fees and costs, relating to a claim
by DRS of a pension overpayment caused by or resulting from Consultant's failure to comply with
the terms of this provision. This provision shall survive the termination of this Agreement.
17. Non -appropriation of Funds. If sufficient funds are not appropriated or allocated
for payment under this Agreement for any future fiscal period, the City will so notify the
Consultant and shall not be obligated to make payments for services or amounts incurred after the
end of the current fiscal period. This Agreement will terminate upon the completion of all
remaining services for which funds are allocated. No penalty or expense shall accrue to the City
in the event that the terms of the provisions are effectuated.
18. Entire Agreement. This Agreement contains the entire agreement between the
parties, and no other agreements, oral or otherwise, regarding the subject matter of this Agreement
shall be deemed to exist or bind either of the parties. If there is a conflict between the terms and
conditions of this Agreement and the attached exhibits, then the terms and conditions of this
Agreement shall prevail over the exhibits. Either party may request changes to the
Agreement. Changes which are mutually agreed upon shall be incorporated by written
amendments to this Agreement.
19. Notices. Notices to the City shall be sent to the following address:
City of Port Orchard
Debbie Lund
Human Resources Manager
216 Prospect Street
Port Orchard, WA 98366
Notices to the Consultant shall be sent to the following address:
Ogden Murphy Wallace
W. Scott Snyder
1601 Fifth Avenue
2100 Westlake Center Tower
Seattle, WA 98101
ssnyder@omwlaw.com
206-447-7000; cell 206-612-0271
20. Applicable Law,• Venue; Attorne 's Fees. This Agreement shall be governed by
and construed in accordance with the laws of the State of Washington. In the event any suit,
arbitration, or other proceeding instituted to enforce any term of this Agreement, the parties
specifically understand and agree that venue shall be exclusively in Kitsap County, Washington.
The prevailing party in any such action shall be entitled to its attorney's fees and costs of suit,
which shall be fixed by the judge hearing the case, and such fee shall be included in the judgment.
21. Severability. Any provision or part of this Agreement held to be void or
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unenforceable under any law or regulation shall be deemed stricken, and all remaining provisions
shall continue to be valid and binding upon the City and the Consultant, who agree that the
Agreement shall be reformed to replace such stricken provision or part with a valid and enforceable
provision that comes as close as reasonably possible to expressing the intent of the stricken
provision.
IN WITNESS WHEREOF, the parties have executed this Agreement on this _ day of
November 2021. r
CITY OF PORT ORCHARD, WASHINGTON P--
B B
y' — y:
Robert Putaansuu, Mayor cott Snyde
ATTE-STI IC E:
r
By:
BraMTRinearson, MMC, City Clerk
APPROVED AS TO FORM:
Charlotte A. Archer, City Attorney
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a3-DL V
MUVHY
WALLACE
AT T Q R N F Y 5
VIA EMAIL: dlund@cityafpartorchard.us
October 4, 2021
Debbie Lund, Human Resources Manager
Civil Service Secretary/Chief Examiner
CITY OF PORT ORCHARD
216 Prospect Street
Port Orchard WA 98366
OGDEN MURPHY WALLACE, PLLC T 206 447.7000
901 FIFTH AVENUE, SUITE 3500 F 206.447.0215
SFATTLE, WA 98164-2000
Re: Engagement Letter Regarding On -Call Legal and
Hearing Officer Services for Civil Service Commission
Dear Ms. Lund:
Exhibit A
OM W LA W.CO M
W. SCOTT SNYDER
ssnyder(a-,omwlaw.com
Thank you for engaging me to represent the Port Orchard Civil Service Commission as its on call
counsel and as it's hearing officer when designated. The purpose of this letter is to confirm our
representation and to describe how our services will be provided. I will be your primary contact
here at the firm for legal matters, but you should always feel free to contact any of the other
attorneys that may work on your matter.
Terms of Engagement
In our representation of clients, we think it is critical that our clients and the firm share the same
understanding of the attorney -client relationship. To that end, enclosed is a copy of our Standard
Terms of Engagement. This engagement letter and the enclosed Standard Terms of Engagement
set forth our agreement with you. Please review them carefully and if you agree to both documents,
lease obtain the signature of the appropriate city official on a copy of this letter and return it to
us via email. Please let us know if you have any questions or comments regarding our relationship.
If you have any questions, I am happy to work through them with you.
Legal Fees
You will be billed for our services on an hourly basis unless otherwise agreed in writing. My
present billing rate, which is subject to change, is $350 per hour. With the authorization of the
Commission, I may use an associate to assist with briefing or research to take advantage of lower
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billing rates in which case our associate attorney billing rate will be $250 per hour. Our paralegal
rate is $190 per hour for this project.
Advance Fee Deposit To Commence Representation
Our firm's policy is to require an advance fee deposit before we begin representation. We have
waived the requirement of an advance fee deposit for our services.
Sunervisine Attorney and Assistance
As supervising attorney, I will be responsible for seeing that the work is carried out in an efficient
and economical manner. I may be assisted by other attorneys and legal assistants in our office.
They are all bound to you by the same duties of loyalty and confidentiality that bind me.
Scope of Services
Based upon our discussion of your business matters, you agreed that we should undertake the
following services, as are reasonably required, which is the full scope of the services we have
agreed to perform at this time.
On -Call Legal and Hearing Officer for Civil Service Commission
Other Matters
The provisions of this letter and the attached Standard Terms of Engagement shall apply to the
matter for which you engage us.
We appreciate your expression of confidence in Ogden Murphy Wallace, P.L.L.C. and assure you
that we will do our best to provide you with high quality legal services. If you have any questions
or concerns during the course of our relationship, we encourage you to raise them with our
Managing Member, Geoff Bridgman, or me. We look forward to working with you.
Very truly yours,
OGDEN MURPHY WALLACE, P.L.L.C.
/s/ W. Scott Snyder
W. Scott Snyder
WSS/gjz
Enclosure
cc: Accounting Department
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THE FOREGOING LETTER AND THE ENCLOSED STANDARD TERMS OF
ENGAGEMENT ARE UNDERSTOOD AND AGREED:
By:
Title:
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OGDEN MURPHY WALLACE, P.L.L.C.
STANDARD TERMS OF ENGAGEMENT
General Rates
The usual basis for determining our fees is the time expended by attorneys, paralegals, and legal
assistants of the firm. The present rates for our services are set forth in the engagement letter and
are subject to change from time to time. The rates that I have quoted will not be increased during
the mediation and interest arbitration and are firm through the rendering of a decision by the
arbitrator. Our current rate schedule is always available upon request. Whenever it is appropriate,
we will use associate attorneys, law clerks or legal assistants in our office to provide you with the
most cost-efficient service. Representation in the course of mediation and before the arbitrator
will by Scott Snyder.
Other Factors in Rates
Although time expended and costs incurred are usually the sole basis for determining our fees, by
mutual agreement billings to you for legal services may, in some instances, be based on a more
comprehensive evaluation of the reasonable value of the firm's services. The firm is committed to
charging reasonable fees for its services. In certain situations, factors other than the amount of
time required will have a significant bearing on the reasonable value of the services performed.
Such factors include: the novelty and complexity of the questions involved; the skill required to
provide proper legal representation; familiarity with the specific areas of law involved; the
preclusion of other engagements caused by your work; the magnitude of the matter; the results
achieved; customary fees for similar legal services; time limitations imposed by you or by
circumstances; and the extent to which office forms and procedures have produced a high quality
product efficiently. There may be some activity that we can do on a contingent or other basis;
however, we will handle matters on a contingency or other basis only when and to the extent
specifically agreed in writing in advance of the work.
In circumstances where our fees will be based on or include factors other than our normal hourly
charges and costs, we will notify you promptly and prior to proceeding. Any basic document fee
that we may charge you has been and will be set in light of these various factors.
Billing Fees and Costs
We will bill you on a regular basis, normally each month, for all the time spent on your project
and for other costs incurred relating to our work or on your behalf. The activities for which our
time will be billed will conference time, whether in person or on the telephone; document
preparation and revision; negotiations; correspondence; staff or attorney supervision; factual and
legal research and analysis; travel on your behalf; and other matters directly pertinent to and related
to your business and/or litigation matters handled by our firm. Typical of the costs for which you
will be billed include filing fees; delivery fees; computer assisted legal research; copying; imaging;
telephone conference charges; charges of outside experts and consultants; and travel.
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Payment;_ Interest
You agree to make payment within thirty (30) days of receipt of our invoices. Outstanding
balances that are not paid within thirty (30) days of receipt normally accrue interest at the rate of
one percent monthly from the date of invoice until paid. This requirement is waived for our service
to the City of Port Orchard.
We impose a surcharge on credit cards only. The surcharge is not greater than our costs of
acceptance. We impose an effective rate charge of 3% (three percent) on the transaction amounts
on Visa, MC, Discover, and AMEX payments. We do not surcharge Gift Cards, Pre -Paid cards,
or Visa, MC, Discover, and AMEX debit cards.
Advance Fee Deposit
New clients are usually requested to provide an advance fee deposit to the firm. An advance fee
deposit has been waived for our service in this matter. If an advance fee deposit is required, it will
be placed in a trust account as described below. Paying an advance fee deposit does not relieve
the client's obligation to pay monthly invoices. Trust funds will be applied to an invoice and
credited to the firm 10 days after the date of the invoice unless we hear from you. The firm reserves
the right to require an additional advance fee deposit before commencing further work. At the
conclusion of our legal representation or at such time as the deposit is unnecessary, any remaining
balance or an appropriate part of any remaining balance will be returned to you.
Trust Deposits
All trust deposits from you will be held in a client trust account. By court rule in Washington,
funds deposited to a trust account are subject to IOLTA (Interest on Lawyers Trust Account)
participation in a pooled trust account. The exception is when the deposit is large enough to earn
interest in excess of bank and administrative costs, and you request that it be held in a separate
account, in which case the interest earned will be added to the deposit for your benefit and will be
taxable income to you. IOLTA funds are used to support law -related charitable and educational
activities.
Termination
You may terminate our representation at any time, with or without cause, by notifying us. Upon
such action, all fees and expenses incurred before the termination are due to the firm. If such
termination occurs, your original papers will be returned to you promptly upon receipt of payment
for outstanding fees and costs. If you wish to have a paper or electronic copy of your file at the
conclusion of our representation, we will provide it to you at the current copy rate per page then
in effect.
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Estimates
You may, from time to time, ask us for estimates of our fees and expenses either in whole or in
part. We are hesitant to give estimates because of their potential inaccuracy. However, if you
require it, and if we do provide you with such estimates, they will be based upon our professional
judgment, but always with a clear understanding that it is not a maximum or fixed fee quotation.
We cannot guarantee that the actual fees and expenses will be at or below the estimates because
of factors outside the control of the firm.
Con Fide ntialit and Electronic Coin mun ications
Ogden Murphy Wallace is committed to maintaining the security of our system and the
communications with our clients. Unless you otherwise instruct us in writing, we intend to use
various communications devices in the normal course (which may include wired or wireless
devices, e-mail, cellular telephones, voice over Internet, texting, and electronic data/document web
sites) to communicate with and send or make available documents to you and others. Though
encryption is a security tool that we utilize, not all communications are encrypted. By signing this
letter, you consent to the usage of a variety of communication methods even if such methods are
not encrypted.
It is important for us to maintain open communication with each other throughout the engagement.
We will regularly keep you informed of the status of the matter and will promptly notify you of
any major case developments. We will consult with you whenever appropriate.
You agree to communicate with and provide us with complete and accurate information as needed
to further the case. Further, you will timely notify us of any changes in the structure of your
organization, changes to the personal information or residence of any individuals related to this
matter, or any extended periods of time when you will be unavailable.
Dispute Resolution
If you disagree with the amount of our fee, please take up the question with your principal attorney
contact or with the firm's managing member. Typically, such disagreements are resolved to the
satisfaction of both sides with little inconvenience or formality. The law of the state of Washington
will apply to any such dispute.
Withdrawal
We reserve the right to withdraw from representing you if, for any reason, our fees are not timely
paid in accordance with this agreement, or for any other appropriate reason, as determined by the
firm in accordance with applicable law and the Rules of Professional Conduct.
Client Documents
During the engagement, we will maintain certain documents relevant to this representation. At the
conclusion of this engagement, we will retain your original documents for a period of ten years
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unless you request that they be returned to you. If you have not requested possession of the file or
any of its contents at the end of ten years, the file may be destroyed in accordance with our record
retention program.
We may store some or all of your electronic files on a variety of platforms, including third -party
cloud -based servers. You specifically consent to the use of these services for document storage
and management, and to the conversion of all paper documents in your file to electronic form. You
recognize that technology is ever evolving and that electronic communications cannot be fully
protected from unauthorized interception. You acknowledge that our email system may be
unencrypted, and you covenant and agree to proactively notify us in writing if you require that any
of your deliverables or emails be sent to you with encryption. We caution you Inot to send or access
any email or other electronic message to or from us, respectively, via any public or semi-public
network, or network or devices owned or controlled by any third party. Nonetheless, for efficiency
purposes, you authorize us to transmit information, including information of a confidential nature,
to you (or your designated representative) by email to any address which you may provide to us
for such purposes; including responding to the sending address of any such message that we may
receive from you. In addition, you authorize our use of third -party cloud, back-up, client
management, timekeeping, and file -sharing services, including, but not limited to, ShareFile,
Dropbox, DocuSign, Carpe Diem, Mimecast, and SurePoint, in the course of our representation.
You acknowledge that we may be bound by certain third party terms and conditions related to the
use of such services and that our use of such services is not without risks (and you agree to assume
such risks).
Please note that if we represent you in a matter in litigation, you have an obligation to preserve all
documents that may be relevant to this matter.
Disclaimer
You acknowledge that we have made no guarantees regarding the disposition, outcome, or results
of your legal or business matters, and all expressions we have made relevant thereto are only our
opinions as lawyers based upon the information available to us at the time. Our beginning work
on your behalf will constitute your acceptance of this agreement unless we receive a written
objection from you within ten (10) days of the date of the accompanying engagement letter.
Independent Advice
Since the Engagement Agreement is legally binding and affects your legal rights, you may wish to
seek the advice of independent counsel prior to executing it.
Conclusion
Thank you for retaining our firm. We look forward to working with you.
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