Attorney Representation Agreement
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ATTORNEY REPRESENTATION AGREEMENT
I, _________________________________________, (“Client”), retain Smouse & Mason, LLC, LegaFi Law LLC, and Milberg Coleman Bryson Phillips Grossman, LLC (collectively, the “Law Firm”) to be Client’s attorneys in connection with the claims arising from business losses or interruptions that have been or will be sustained by Client as a result of the Francis Scott Key Bridge disaster (the “Litigation”).
A.Authority to Pursue Litigation
1.The Law Firm agrees to represent Client and, if it is determined after sufficient inquiry andinvestigation that a reasonable basis exists on which to file a lawsuit or other legalproceedings, to file a lawsuit or other legal proceedings on behalf of Client. Client herebyauthorizes the Law Firm, in Law Firm’s discretion, to file the lawsuit as a class action,meaning that the lawsuit would be filed on behalf of Client and all other people who aresimilarly situated. Client agrees that the Law Firm has sole discretion whether to identifyClient as a proposed class representative.
Client authorizes Law Firm to take all steps in this matter deemed by the Law Firm to beadvisable for the investigation and prosecution of Client’s claim(s). These steps mayinclude hiring investigators, expert witnesses, filing any legal action they deem necessary,involving other law firms to assist with representing Client, and negotiating with theDefendant(s).
B.Class Litigation Overview
1.As a class action lawsuit, the Law Firm shall seek to obtain certification of a “class” ofpersons or entities to which Client belongs and for which Client will act as a “classrepresentative” if Law Firm so recommends. The Law Firm shall seek appointment by thecourt as class counsel and agree to undertake the representation on behalf of the class.
2.Once a suit is filed, the Law Firm shall take reasonable steps to keep Client informed ofsignificant developments and to respond to any inquiries Client may have with respect tothe progress of the litigation. Client agrees to fulfill the duties of a class representative, ifproposed as such, which are explained further below.
3.If the action is certified as a class action and Client is certified as the named classrepresentative, Client will retain the right, as a member of the class and as classrepresentative, under the class action rules, to approve, oppose, or comment upon anyproposed settlement of all or part of the class action.
4.Client understands that either the Law Firm or the Court may determine that this lawsuit isbest handled with a group of other cases aggregated for settlement and/or trial preparation.Client authorizes the Law Firm to enter into aggregate settlement negotiations and todisclose the amount of the proposed settlement values to other Clients whose cases areincluded in the aggregate of cases. For any matters relating to settlement, Client will beguided by the views and advice of the Law Firm.
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5. The out-of-pocket costs and expenses incurred in a class action lawsuit typically include process server’s fees, filing fees, and other charges assessed by the courts and public agencies, court reporter’s fees, mail, messenger and other delivery fees, charges for computer research and outside assisted legal research, mileage and parking, photocopying and other reproduction, word processing charges, charges for computer time, travel and expenses (related to attending hearings, mediation, depositions, inspections, product testing, etc.), professional fees of experts, consultants and investigators retained by the Law Firm, trial expenses, and jury fees. These costs are incurred by the Law Firm at its discretion for the prosecution of Client’s case.
6. Class litigation is both expensive and time intensive for the Law Firm. A class action lawsuit generally moves through the court system slowly, as this type of lawsuit is procedurally complicated.
7. If the lawsuit is certified as a class action, and if a monetary recovery is obtained for the class, either by settlement or judgment, the Law Firm will apply to the Court for reimbursement of their costs and payment of their fees by defendant(s) out of, or in addition to such recovery. The Law Firm’s application for fees must be approved by the Court. Client will be provided with notice of the Law Firm’s fee request. In the event that no recovery is obtained, then no fees, expenses of litigation, or costs shall be owed by the Client to the Law Firm.
C. Possibility of Individual Resolution
1. In lieu of a class action, the Law Firm may represent Client on an individual basis, or to institute such legal action, or actions, as may be advisable in the Law Firm’s judgment, in order to enforce Client’s rights.
2. If a monetary recovery is obtained for the individual named plaintiff(s) (including Client) by judgment, the Law Firm will apply to the Court for reimbursement of its costs and payment of its fees by defendant(s) out of, or in addition to such recovery, as may be permitted by applicable law. Given the time and expenses required to litigate a putative class action lawsuit, it is not unusual for attorney fees and costs in a “putative class action turned individual settlement” scenario to exceed the recovery of the named plaintiffs.
3. If an individual settlement agreement is reached between the parties, the Law Firm may seek to be reimbursed by the opposing party for all or some of their actual legal fees and/or out-of-pocket costs. Given the time and expenses required to litigate a putative class action lawsuit, it is not unusual for attorney fees and costs in a “putative class action turned individual settlement” scenario to exceed the recovery of the named plaintiffs.
4. Whether resolved through judgment or settlement, in the event of an individual resolution, Law Firm shall be entitled to the greater of: (1) total attorneys’ fees awarded by the court or separately apportioned in any settlement agreement; or (2) thirty-three and one third percent (33.33%) of the total recovery (including attorneys’ fees). Settlement Agreements may provide that a defendant pay all or a portion of the attorneys’ fees incurred, separate from any relief provided to the Client. Additionally, courts may separately award attorneys’
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fees to the Law Firm. Such compensation is reimbursement for the Law Firm’s efforts and attorneys’ fees may not be shared with the Client under the ethical rules which govern the practice of law. Accordingly the Client understands that (s)he is not entitled to any attorneys’ fees awarded by the court or separately apportioned in any settlement agreement. Expenses and costs advanced by the Law Firm in the prosecution of the case shall be deducted from the recovery after the calculation of the contingent fee. Under no circumstances will Client be obligated to pay the Law Firm attorneys’ fees, expenses of litigation, or costs out of his/her own pocket.
5. In the event that no recovery is obtained or no settlement reached, then no fees, expenses of litigation, or costs shall be owed to the Law Firm by the Client.
D. Joint Representation and Division of Attorneys’ Fees
1. Smouse & Mason, LLC (“Smouse & Mason”), LegaFi Law LLC (“LegaFi”), and Milberg Coleman Bryson Phillips Grossman, LLC (“Milberg”) will have joint responsibility in the representation of Client regarding the Litigation.
2. In addition to the details regarding attorneys’ fees as discussed above in Sections B(7) and C(4), Client acknowledges that the attorneys’ fees received by the Law Firm will be divided as follows:
(a) For personal injury recoveries, Smouse & Mason will receive ten percent (10%), LegaFi will receive twenty-five percent (25%), and Milberg will receive sixty-five percent (65%); and
(b) For business and/or commercial recoveries, Smouse & Mason will receive five percent (5%), LegaFi will receive fifteen percent (15%), and Milberg will receive eighty percent (80%).
E. Right to Withdraw
1. Client may discharge the Law Firm at any time. Likewise, the Law Firm may withdraw at any time if Client breaches this contract, Client refuses to cooperate with the Law Firm or to follow its advice on a material matter, or any fact or circumstance exists that would render the Law Firm’s continuing representation of Client unlawful, unethical, or ineffective. If possible, the Law Firm will give Client reasonable notice of the Law Firm’s intent to withdraw so that Client has time to arrange alternative representation. If necessary, the Law Firm will obtain Court approval before withdrawing from the case.
2. If the Law Firm elects to withdraw, Client will take all steps necessary to free the Law Firm of any obligation to perform further. The Law Firm and Client each agree to sign any documents reasonably necessary to effect or complete the Law Firm’s discharge or withdrawal and the Law Firm agrees to deliver any necessary papers to Client upon withdrawal.
3. Should Client discharge the Law Firm or should the Law Firm withdraw its representation, Client hereby grants the Law Firm, as well as associate counsel, if applicable, a lien on any
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and all causes of action or claims Client may assert with respect to the injuries and/or damages which are the subject of this contract. The lien will attach to any recovery Client may obtain (whether by judgment, settlement or otherwise) or any other similar proceeding. The Law Firm’s (and associate counsel’s) lien will be for all time incurred and any sums due and owing by Client to the Law Firm (and associate counsel) at the conclusion or termination of the Law Firm’s services, including both expenses and attorneys’ fees. The amount due and owing for the Law Firm’s services under this agreement shall be determined according to the Law Firm’s hourly rates prevailing at the time of the Law Firm’s discharge or withdrawal.
4. Client agrees that the files and documents compiled in connection with the Law Firm’s investigation and prosecution of this matter constitute the work product and property of the Law Firm over which the Law Firm has complete control with respect to its use and/or disclosure.
F. Other Acknowledgments
By your signature below you acknowledge your understanding and agreement with the following:
1. The Law Firm may choose to associate with additional counsel in connection with the prosecution of the litigation. All attorney fees will be paid from the total net fee award provided for in this agreement. The Law Firm will divide those fees with associate counsel according to the agreement between the firms providing legal services to you, and any such fee divisions will be disclosed to you in writing for your review and agreement. The share of any fee recovery the Law Firm and associated counsel will receive cannot be determined until the litigation has been resolved and the total recovery and fee award have been determined. The Law Firm and associate counsel will advise you then of the share of fees each is to receive at that time. If a recovery is not obtained, Client will not be responsible to associate counsel for reimbursement of fees, expenses of litigation or costs. Law Firm will inform Client if it involves additional associate counsel subsequent to the execution of this agreement. In this scenario, the Law Firm may prepare a separate or supplemental co-counsel agreement with which Client agrees to cooperate.
2. The Law Firm cannot and will not provide financial assistance to Client in connection with the pending or contemplated litigation.
3. Client has not been promised any specific result or special treatment different from the treatment that may be accorded to other class members. If successful, the Law Firm may ask the judge to award Client additional compensation for the extra time and effort expended as a class representative and for having the courage to challenge the conduct of the defendant(s). The Law Firm cannot guarantee the judge will grant such a request.
4. Client has read the following summary of “Duties of a Class Representative,” and understands that any questions about these duties should be discussed with the Law Firm.
5. Class action lawsuits often garner public attention. As a result, Law Firm may be asked to comment on the subject matter of the litigation or events that transpire during the litigation. Client authorizes Law Firm to speak publicly about non-privileged matters the Law Firm
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deems appropriate.
6. Law Firm may undertake efforts to obtain financing from third-parties for its regular operations or for case specific expenses for Client’s matter. Client provides informed consent that Law Firm may provide these third-parties with confidential information concerning claims covered by this Agreement, provided that Law Firm takes appropriate and reasonable steps to preserve the confidentiality of such information, including by the use of appropriate nondisclosure agreements and other reasonable steps to avoid the waiver of attorney-client privilege and other confidentiality protections.
7. Client understands and agrees that it is mandatory to retain all relevant evidence related to the Litigation. Client agrees to maintain and provide such evidence to the Law Firm.
8. The Law Firm may use cloud computing services with servers located in a facility other than Law Firm’s offices. Law Firm’s electronic data, including emails and documents, may be stored in this manner. By entering into this Agreement, Client understands and consents to having communications, documents, and information pertinent to Client’s matter stored through such a cloud-based service.
9. This agreement is to be interpreted under the laws of Maryland, including, but not limited to, the Maryland Rules of Professional Conduct, and any claim or lawsuit related to this Agreement or the legal services provided hereunder shall be brought within one year of the date that the problem or issue arose, and Baltimore, Maryland shall be the exclusive venue for any such dispute.
DUTIES OF A CLASS REPRESENTATIVE
a. A class representative represents the interests of all members of a class in litigation to obtain appropriate relief and/or recover money damages for the class. As a potential class representative, you understand that you must adequately and fairly represent the class. This means that as a potential class representative, you intend to always consider the interests of the class just as you would consider your own interests.
b. A class representative is not required to be particularly sophisticated or knowledgeable with respect to the subject of the lawsuit. However, he/she should remain interested in the progress of the lawsuit and must make every effort to provide his/her lawyer and the court with all relevant facts of which he/she is aware.
c. A class representative participates actively in the lawsuit, such as by reading the complaint and understanding it to the best of his/her ability, cooperating fully in any discovery that is permitted of the class representative, such as by testifying at deposition and trial, answering written interrogatories, producing documents and by keeping generally aware of the status and progress of the lawsuit. The Law Firm will keep the class representative informed of major events during the litigation in order to ensure that all class representatives are well informed. The class representative should confer with his/her lawyer any time he/she feels it is appropriate to do so.
d. The class representative is required to vigorously prosecute the litigation. This means that
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the class representative must authorize his/her lawyer to do what is necessary to successfully prosecute the case on behalf of the class and to consult with counsel concerning the prosecution of the litigation.
e.The class representative may be responsible, through the Law Firm, to provide appropriatenotice to the class, depending on whether the legal rules or the judge requires such notice.The Law Firm will undertake this task on the class representative’s behalf and beresponsible for all costs, the reimbursement of which will be contingent on the outcome ofthe litigation. Notice is usually accomplished by mailing a copy of the notification toidentifiable class members and/or publishing a copy of the notification in magazines orelectronic media.
f.A class representative recognizes and accepts that any resolution of the lawsuit, such as bysettlement or dismissal, is subject to court approval, and must be designed in the bestinterests of the class as a whole. The Law Firm will consult with the class representativebefore recommending a settlement. The class representative will not participate in anysettlement negotiations without his/her lawyer’s consent.
g.As a potential class representative, you are volunteering to represent many other peoplewith similar claims and damages, because you believe that it is important that all benefitfrom the lawsuit equally, because you believe that a class lawsuit will save time, moneyand effort, and thus will benefit all parties and the court system. You also understand andbelieve that the class action is an important tool to assure protection of people or businessesinjured in a similar way as you if you become a class representative.
G.Scope of Agreement.
This document constitutes the written retainer and fee agreement between the Law Firm and Client and supersedes all other oral or written provisions except for any addendums to this that may be executed by the Parties. Client has read and understands this retainer and fee agreement and has had the opportunity to seek the advice of independent counsel before signing it. Client shall be presumed to have agreed to all of the provisions set forth in this contract unless Client notifies the Law Firm in writing of Client’s objections within 15 days following the date of this Agreement.
With my signature below, I affirm that I have read and agree to the above Representation Agreement, the Class Representative Duties, and I acknowledge that the Law Firm has made no promises or guarantees to me about the outcome of my matter, and nothing in this Agreement shall be construed as such a promise or guarantee. I affirm and acknowledge that the Law Firm has not represented me in connection with my decision to enter into this Representation Agreement, and that I have the right and am encouraged to retain separate, independent counsel for consultation in connection with this Representation Agreement, including a review of this Representation Agreement. By signing below, I acknowledge that this agreement has been carefully read and reviewed and its contents understood, and that I agree to be bound by all its terms. The Law Firm will retain a signed copy of this engagement letter for our files.
[Signature page follows]
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AGREED TO:
By (signature):
Date:
CLIENT’S BUSINESS INFORMATION
Business name:
_______________________________________________________________________
Email address:
_______________________________________________________________
Business street address:
_____________________________________________________________________
Business city
__________________________________________________________________________
Business telephone:
___________________________________________________________________
CLIENT’S PERSONAL INFORMATION
Street address:
_____________________________________________________________________
City
__________________________________________________________________________
Telephone:
___________________________________________________________________
