sample fee agreement forms

7/21/2019 Sample Fee Agreement Forms

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1THE STATE BAR OF CALIFORNIA

Sample Written Fee Agreement Forms

(Prepared by the State Bar Committee on Mandatory Fee Arbitration.Approved by the Board of Governors June 2 ! 1"#$% amended effe&tive

'ovember 22! 1"" ! May 1)! 2 1! and June 2*! 2 ).+

INSTRUCTIONS AND COMMENTS

I. INTRODUCTION

Atta&hed are three samp,e attorney-&,ient fee a reements prepared by the Committee onMandatory Fee Arbitration of the State Bar of Ca,ifornia and approved by the Board ofGovernors. /hey are advisory on,y. /hey are not bindin upon the &ourts! the State Bar ofCa,ifornia! its Board of Governors! any persons or tribuna,s &har ed 0ith re u,atoryresponsibi,ity! or any member of the State Bar.

/he first t0o a reements forms are desi ned for use in non-&ontin ent fee arran ements./hey &over (1+ ,iti ation on an hour,y basis! and (2+ non-,iti ation on an hour,y basis. /he thirdform is for a &ontin en&y fee matter. Fina,,y! there are ther C,auses of 3nterest in FeeA reements 0hi&h ,ist optiona, &,auses for spe&ifi& &ir&umstan&es.

II. O ER IEW

A. INTENDED !UR!OSE AND LIMITATIONS

/he a&&ompanyin forms are samp,es. /hese 43nstru&tions and Comments5 and the formsare intended for use on,y by attorneys admitted to pra&ti&e in Ca,ifornia! 0ho are e6pe&ted touti,i7e their o0n independent ,e a, and business 8ud ment 0hen eva,uatin the forms and these&omments.

/he a reements are in the format of a re,ative,y forma, a reement 0hi,e attemptin toe,iminate unne&essary 4,e a,ese.5 For those attorneys 0ho prefer a more &o,,o9uia, sty,e! su&h asa ,etter-a reement! the ,an ua e &an be adapted to that format. Attorneys are en&oura ed to mo,dthe samp,es to fit their needs.

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B. SUMMAR" OF THE STATUTES

#. Non$Contingent Fee Agreements

3n non-&ontin ent matters! Se&tion 1;# of the Business and Professions Code re9uiresCa,ifornia attorneys to have 0ritten fee a reements 0ith their &,ients 0henever the &,ient<s tota,e6pense! in&,udin fees! 0i,, foreseeab,y e6&eed =1! and to provide a dup,i&ate &opy of thefu,,y e6e&uted a reement to the &,ient.

/he fee a reement must state>

(a+ Any basis for &ompensation in&,udin ! but not ,imited to! hour,y rates!statutory or f,at fees! and other standard rates! fees and &har es%

(b+ /he enera, nature of the ,e a, servi&es to be provided to the &,ient%

(&+ /he responsibi,ities of attorney and &,ient under the a reement.

3f an attorney fai,s to &omp,y 0ith the statute! the fee a reement be&omes voidab,e at the&,ient<s option! 0hereupon the attorney is entit,ed to a reasonab,e fee.

A 0ritten fee a reement is not re9uired 0hen servi&es are rendered in an emer en&y toavoid pre8udi&e to the &,ient or 0here a 0ritin is other0ise impra&ti&a,% 0hen the &,ient is a&orporation% 0hen the &,ient! after fu,, dis&,osure! ma?es a 0ritten 0aiver of the benefits ofse&tion 1;#% or 0hen the fee a reement is imp,ied in fa&t by prior servi&es of the same enera,?ind havin been rendered to and paid for by the &,ient. /he attorney is ur ed to use &aution inre,yin upon these 4e6&eptions.5 /here &an be very fe0 &ir&umstan&es 0here a 0ritten feea reement is not advisab,e.

Se&tion 1;#(b+ re9uires attorneys to provide their &,ients 0ith 0ritten bi,,in statements.A &,ient may re9uest su&h statements at minimum interva,s of * days. /he attorney must providea statement 0ithin 1 days after demand. A,, statements! 0hether re9uested by the &,ient or not!must state ...the amount! rate and basis for &a,&u,ation or other method of determination of theattorneys fees and &osts. (subd.(b++.

%. Contingen&' Fee Agreements.

3n &ontin en&y fee a reements! Se&tion 1;$ of the Business and Professions Code&ontains the same re9uirements as non-&ontin en&y fee a reements (dis&ussed above+ for a0ritten fee a reement and a dup,i&ate &opy of the e6e&uted a reement bein provided to the&,ient.

/here are additiona, re9uirements for &ontin en&y fee a reements. /he a reement mustin&,ude>

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(a+ A statement of the &ontin en&y fee per&enta e amount.

(b+ A statement as to ho0 disbursements and &osts 0i,, affe&t the &ontin en&y fee andthe &,ient<s re&overy.

(&+ A statement as to 0hat e6tent! if any! the &,ient &ou,d be re9uired to pay any&ompensation to the attorney for re,ated matters that arise out of their re,ationshipnot &overed by their &ontin en&y fee a reement. /his may in&,ude any amounts&o,,e&ted for the &,ient by the attorney.

(d+ @n,ess the &,aim is sub8e&t to the provisions of Business and Professions CodeSe&tion 1; (C,aim A ainst ea,th Care Provider+! a statement that the fee is notset by ,a0 but is ne otiab,e bet0een attorney and &,ient.

(e+ 3f the &,aim is sub8e&t to Se&tion 1; ! a statement that the rates set forth in thatse&tion are the ma6imum ,imits for the &ontin en&y fee and that the attorney and&,ient may ne otiate a ,o0er rate. 3f the matter invo,ves a &,aim for in8ury ordama e a ainst a hea,th &are provider based upon ne ,i en&e! the attorney shou,d&arefu,,y revie0 Business and Professions Code Se&tion 1; .

3f any &ontin en&y fee a reement does not &omp,y 0ith the statutory provisions! thea reement is voidab,e at the option of the &,ient! and the attorney is then entit,ed to a 4reasonab,e5fee.

III. (UIDELINES FOR COM!LIANCE

Comp,ian&e 0ith the statute re9uires the 8ud ment of the individua, attorney. Forms a,one&annot te,, an attorney ho0 to &omp,y. ather! &omp,ian&e 0i,, resu,t from the attorney<sunderstandin of the statutory provisions and the issues those provisions raise.

A. STANDARD FOR DISCLOSURE

ue to the &onsumer orientation of the statutes and the fidu&iary nature of the attorney-&,ient re,ationship! the statutes must be e6amined in the ,i ht most favorab,e to the &,ient.

is&,osures re9uired by statute shou,d be a&&ompanied by a,, additiona, information ne&essary toma?e the dis&,osure &omp,ete! a&&urate! and not mis,eadin . /he statutory re9uirements shou,d

be &onsidered minimum standards.

B. A(REEMENT IN WRITIN(

/o meet the statutory re9uirement of an a reement in 0ritin ! the fee a reement must besi ned by both the attorney and the &,ient. An attorney must be firm in re9uestin that the &,ientsi n the a reement before 0or? &ommen&es.

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C. DISCLOSURE OF STANDARD RATES) FEES AND CHAR(ES

An attorney shou,d err on the side of in&,usion 0hen enumeratin standard rates! fees and&har es. 3n an hour,y &ase! fi6ed or minimum &har es for spe&ifi& fun&tions shou,d be &,ear,y setforth in the a reement to avoid mis,eadin the &,ient. For e6amp,e! most firms have a minimum

bi,,in unit% some &har e a minimum time for a te,ephone &a,,! ,etter! or &ourt appearan&e% others&har e f,at fees for the use of standardi7ed do&uments deve,oped over the years! or for spe&ifi&tas?s.

Costs and e6penses that are passed throu h shou,d be enumerated in enou h detai, toavoid misunderstandin . Char es passed throu h other than 4at &ost5 shou,d be detai,ed to avoidomittin a 4standard rate! fee or &har e.5 Caution shou,d be e6er&ised in 4mar?in up5 or4sur&har in 5 &osts! as some authorities &onsider su&h pra&ti&es unethi&a,. Caution shou,d a,so bee6er&ised in &har in for items that 0ou,d be &onsidered enera, offi&e overhead.

D. NATURE OF SER ICES*DUTIES OF !ARTIES

Dhen the statute re9uires dis&,osure of the nature of the servi&es to be rendered and therespe&tive duties of the attorney and the &,ient! it simp,y enumerates t0o of the indispensab,eterms of an a reement. Dhen the fee is on an hour,y basis! these items &an be &overed in simp,e!short enera,ities. 3n f,at or 4premium5 fee a reements! ho0ever! the s&ope of the attorney<sresponsibi,ities shou,d be defined &arefu,,y. 3n &ontin en&y fee a reements! the s&ope of theservi&es and &osts &overed and e6&,uded under the per&enta e fee is espe&ia,,y important.

E. BILLS+ AMOUNT) RATE AND BASIS

A,, bi,,s must state the amount! rate and basis for &a,&u,ation (or other method ofdetermination+ of the attorney<s fees and &osts. A bi,, that simp,y states 4for servi&es rendered5 isnot suffi&ient. 3n an hour,y &ase! the bi,, shou,d des&ribe the servi&es! identify the attorneys 0ho

performed servi&es! the time ea&h e6pended! their hour,y rates and the resu,tin fee for ea&hattorney<s time. 3n other types of &ases! su&h as f,at or premium fees! the bi,, shou,d refer to the4basis of &a,&u,ation5 0hi&h shou,d be set forth in the fee a reement. Bi,,s for &osts and e6pensesmust &,ear,y identify the &osts and e6penses and provide the amount of the &osts and e6pensesin&urred. 3t is re&ommended that &osts be individua,,y itemi7ed.

F. E,EM!TIONS

E6&ept for the provision e6emptin &orporate &,ients from the re9uired dis&,osures! thee6emptions in the statute are narro0. Attorneys shou,d re,y on these e6emptions 0ith &aution.

(. BRE IT" AND CLARIT" -. COM!LETE DISCLOSURE

/he statute embra&es t0o potentia,,y in&onsistent oa,s> detai,ed dis&,osure on one hand!and information in an understandab,e format on the other. Ea&h attorney shou,d strive to stri?e a

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ba,an&e bet0een these oa,s 0hen draftin fee a reements. 3n addition to a proper a reement! itis su ested that the attorney ta?e the time and effort to e6p,ain the terms of the a reement and todetermine that the &,ient fu,,y understands its terms.

I . INSTRUCTIONS

A. FORM NO. #+ HOURL" LITI(ATION

#. Con itions /!ar. #0 an E11e&ti-e Date /!ar. #20

At the thresho,d! the attorney must determine at 0hat point the a reement &omes to ,ife.@nti, it does! there is no 0ritten a reement that &omp,ies 0ith the statute. n&e it does! theattorney is ob,i ated to render servi&es! even if the &,ient has not paid. 3f servi&es are performed

before the 0ritten a reement ta?es effe&t! the attorney 0i,, be ,imited to a reasonab,e fee. /hisform and the other samp,es embody one so,ution to these intert0ined issues. 3t is not the on,yso,ution! nor 0i,, it a,0ays be the best so,ution.

Par. 1 (Conditions+ intera&ts &,ose,y 0ith Par. 1; (Effe&tive ate+. Dor?in to ether! thet0o &,auses are desi ned to de,ay the attorney<s ob,i ation to perform servi&es unti, the &,ientsi ns the a reement and pays the deposit% ho0ever! the &,auses a,so are drafted to brin 0ithin thea reement any servi&es performed before si nin and payment. /he de,ay in the attorney<sob,i ation to perform servi&es is based on a &autious readin of the statute<s 0ritten a reementre9uirement. De assume that no 0ritten a reement e6ists unti, both parties si n and perform the&onditions pre&edent. At the same time! ho0ever! 0e re&o ni7e that attorneys fre9uent,y 0i,, (ormust+ perform servi&es before si nin and payment% they 0i,, often do so under &ir&umstan&esthat 0i,, not fa,, 0ithin the statute<s e6emptions for emer en&ies or impra&ti&a,ity. For thatreason! premature servi&es are brou ht under the a reement<s prote&tion% upon si nin and

payment the a reement 0i,, ta?e effe&t! but retroa&tive,y to the date the attorney first performedservi&es. Dithout the retroa&tivity provision &ompensation for premature servi&es 0ou,d be,imited to a reasonab,e fee! be&ause the servi&es 0ere performed 0ithout a 0ritten a reement.

f &ourse! if the a reement never ta?es effe&t! then the statutory pena,ty ,imits the attorneyto the reasonab,e va,ue of any servi&es performed.

3f the attorney e6pe&ts to perform servi&es before the a reement is si ned and the deposit paid! then the attorney shou,d do&ument the fa&ts in a 0ritin ! preferab,y one si ned by the &,ient.

i?e0ise! do&ument re,ian&e on any statutory e6emptions! su&h as emer en&y orimpra&ti&a,ity.

%. S&ope an D3ties /!ar. % an !ar. 40

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Fi,, in a brief des&ription of the sub8e&t of the representation (Par. 2+. /his is a statutoryre9uirement. Enumeration of the &,ient<s and attorney<s duties ,i?e0ise is re9uired by the statute(Par. *+.

/he s&ope of servi&es provided e6&,udes appea, from the 8ud ment and e6e&ution pro&eedin s. /he attorney may e6&,ude more! ,ess or nothin . Any e6&,usion from the s&ope ofservi&es shou,d be &arefu,,y dra0n! and &onsistent 0ith the duty of &are o0ed by the attorneyre ardin the spe&ifi& matter that is the sub8e&t of the representation.

4. Deposit /!ar. 20

/his is an optiona, &,ause. Fi,, in the amount of any deposit and the date by 0hi&h it must be paid. An attorney &annot 0ithdra0 funds from the trust a&&ount 0ithout the &,ient<s e6pressauthori7ation. De have provided for that authori7ation. 3f a more &autious approa&h to theauthori7ation 9uestion is preferred! the attorney mi ht provide that sums 0i,, be 0ithdra0n fromthe trust a&&ount on,y after they are invoi&ed to &,ient and 465 days pass 0ithout &,ient<s protest of any of the &har es.

/he attorney need not re9uire a deposit of any ?ind. /his para raph sets forth one 0ay tohand,e the deposit if the attorney opts for one. /his &,ause p,a&es a &ei,in on further deposits.Dithout a &ei,in ! the ri ht to re9uire further deposits is so open-ended that it mi ht beunenfor&eab,e for un&ertainty. 3n addition! provision is made for advan&e payment of a,, fees and&osts to be in&urred in preparin for and &ondu&tin tria, or arbitration. Be&ause it is &a,&u,ated

based on ob8e&tive fa&ts! no &ei,in has been p,a&ed on the pre-tria, deposit.

/he 4 ep,enishin eposit5 &,ause provided in the 4Additiona, Provisions5 forms may beused as an a,ternative.

2. Legal Fees /!ar. 50

/he attorney must inform the &,ient in the fee a reement 0hether and under 0hat&onditions rates are sub8e&t to &han e.

A,so! the attorney shou,d add any standard or minimum time or do,,ar &har es for spe&ifi&fun&tions-for e6amp,e! 4.65 hours for a te,ephone &a,, or ,etter. Fai,ure to dis&,ose su&h pra&ti&es

probab,y mis,eads the &,ient 0hen the a reement states that fees are &har ed by the a&tua, time bythe hour and some fra&tion of an hour.

Some firms either do not &har e for trave, time or &har e at redu&ed rates. /he attorneyshou,d dis&uss this 0ith the &,ient.

5. Costs an E6penses /!ar. 70

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/his is not an in&,usive ,ist. /he attorney may in&,ude more or ,ess. /he attorney shou,ddis&,ose the rate or &har e for any items not passed throu h stri&t,y at &ost% if not done! theattorney may vio,ate the statute<s re9uirement that standard rates! fees and &har es be dis&,osed.

A ate S&hedu,e shou,d be in&,uded for &har es that are not usua,,y passed throu h stri&t,yat &ost. A,, su&h &har es shou,d be enumerated to &omp,y 0ith the statute<s re9uirement thatattorneys dis&,ose their standard rates! fees and &har es.

/he attorney shou,d spe&ifi&a,,y address ho0 air trave, other than e&onomy! hote,a&&ommodations and mea,s 0i,, be &har ed.

/he samp,e para raph a,,o0s the attorney to in&ur &osts and retain &onsu,tants! et&. ) 0ithout &,ient &onsent. ptiona, &,auses! to be initia,ed by the &,ient! 0ou,d re9uire &,ientapprova, before &osts in e6&ess of a spe&ifi& do,,ar amount or of a &ertain nature! (e. . ) e6perts+0ere in&urred.

an ua e is in&,uded notifyin the &,ient that in &ertain &ases! it may be the &,ient<sresponsibi,ity to pay other parties &osts.

7. Billing Statements /!ar. 80

Attorneys< statements sha,, des&ribe the servi&es rendered! and must state the 4basis5 ofthe &har es! in&,udin the amount! rate! and basis for &a,&u,ation or other method of determinationof fees and &osts.

8. Lien /!ar. 90

/his is an optiona, &,ause! but is re&ommended for the attorney<s prote&tion. /heCa,ifornia Supreme Court has determined that a ,ien in an hour,y fee &ase ives the attorney aninterest adverse to the &,ient! and therefore the attorney must &omp,y 0ith u,e *-* of the u,esof Professiona, Condu&t by fu,,y dis&,osin the a&9uisition and terms of the ,ien and transmittinthat information to the &,ient in 0ritin in a manner 0hi&h shou,d reasonab,y be understood bythe &,ient! advisin the &,ient in 0ritin that the &,ient may see? the advi&e of an independent,a0yer of the &,ient<s &hoi&e! and ivin the &,ient a reasonab,e opportunity to see? that advi&e

before the &,ient ives 0ritten &onsent to the ,ien. /he Supreme Court ,eft open 0hether the samere9uirements must be met for a va,id ,ien in a &ontin ent fee &ase! but &aution di&tates that thesame pro&edure be fo,,o0ed.

9. Dis&:arge an Wit: ra;al /!ar. <0

/his &,ause is de&,aratory of app,i&ab,e ,a0 and the u,es of Professiona, Condu&t.

<. Dis&laimer o1 (3arantee /!ar. #=0

/his is an optiona, &,ause.

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#=. Constr3&tion Cla3ses /!ars. ## $ #40

/hese are optiona, &,auses found in many forma, a reements.

B. FORM NO. %+ HOURL" NON$LITI(ATION

Dith the e6&eptions and additions re&ited be,o0! the &omments on the our,y- iti ationForm app,y e9ua,,y to the our,y 'on- iti ation Form.

#. S&ope an D3ties /!ar. %0

An e6&,usion for ,iti ation has been added.

%. Client>s D3ties /!ar. 40

eferen&es to appearan&es at ,e a, pro&eedin s are de,eted.

4. Deposit /!ar. 20

eferen&es to tria, and arbitration dates and re,ated fees are de,eted.

2. Costs an E6penses /!ar. 70

eferen&e to ,iti ation-re,ated &osts is de,eted.

5. Lien

/he attorney<s ,ien has been de,eted be&ause it may be inappropriate in a non-,iti ation&onte6t.

C. FORM NO. 4+ CONTIN(ENC" FEE

Dith the e6&eptions and additions re&ited be,o0! the &omments on the our,y iti ationForm 1 app,y e9ua,,y to the Contin en&y Form *.

#. Con itions /!ar. #0 an E11e&ti-e Date /!ar. #<0

/he instru&tions for these para raphs are the same as those for the our,y iti ation Form!Para raphs 1 and 1;.

%. S&ope o1 Ser-i&es /!ar. %0) Responsi?ilit' o1 t:e !arties /!ar. 40) anLimitation o1 Representation /!ar. #=0

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Fi,, in the defendant<s name! the nature of the event ivin rise to the &,aim and the date(Par. 2+. /his para raph and Para raph 1 ( imitation of epresentation+! des&ribe the s&ope and,imitations of the representation. A des&ription of the sub8e&t of the representation is a statutoryre9uirement. Enumeration of the &,ient<s and attorney<s responsibi,ities ,i?e0ise is re9uired bythe statute (Par. *+.

/he point at 0hi&h the &overed servi&es ends shou,d be &arefu,,y defined to avoid any9uestion of the ob,i ation to provide additiona, servi&es 0ithout additiona, fees. /he s&ope ofservi&es in the samp,e e6&,udes appea, from the 8ud ment and e6e&ution pro&eedin s. /heattorney may e6&,ude more! ,ess or nothin . Any e6&,usion from the s&ope of servi&es shou,d be&arefu,,y dra0n! and shou,d be &onsistent 0ith the duty of &are o0ed by the attorney re ardinthe spe&ifi& matter that is the sub8e&t of the representation.

/he s&ope of representation is a,so ,imited to the spe&ifi& matter defined in Para raph 2.Business and Professions Code Se&tion 1;$ re9uires a statement as to 0hat e6tent! if any! the&,ient &ou,d be re9uired to pay any &ompensation to the attorney that arises out of theirre,ationship but is not &overed by the &ontin en&y fee a reement. /he samp,e (Par. 1 + providesthat representation as to re,ated matters 0i,, re9uire a separate a reement. As to the re,ated matter of defendin the &,ient on &ross-&omp,aints! the option of a separate a reement or en a inseparate &ounse, is iven. ere a ain! the attorney may broaden the s&ope of the servi&es toin&,ude those re,ated matters 0hi&h are e6&,uded in the samp,e.

4. Legal Fees /!ar. 20

As re9uired by statute! this para raph e6p,ains the &ontin en&y on 0hi&h fees be&ome due!the method of &a,&u,ation of fees at various points in the ,iti ation! and dedu&tion of &osts. Anoptiona, &,ause in&,udes non-monetary pro&eeds as part of the net re&overy on 0hi&h the fees are

based. 3f this &,ause is used! &onsideration shou,d be iven to 0hether or not to enumerate the potentia, non-monetary items! e. . ) the va,ue of &ontinued insuran&e &overa e.

'either the parti&u,ar sta es in ,iti ation at 0hi&h the per&enta e of the fee &han es! northe spe&ifi& basis for &omputation of a reasonab,e fee in the event of dis&har e! shou,d be vie0edas bein endorsed by the State Bar. 3t shou,d be noted that no spe&ifi& &ontin en&y fee amountsare re&ommended in these forms. /hese provisions are i,,ustrative on,y. ther provisions may bemore appropriate in parti&u,ar &ases.

Business and Professions Code Se&tion 1;$ provides that a reasonab,e fee is o0ed in theevent of fai,ure to &omp,y 0ith the statute! and e6istin &ase ,a0 provides for payment of areasonab,e fee in the event of dis&har e of the attorney by the &,ient prior to o&&urren&e of the&ontin en&y on 0hi&h fees be&ome due. A&&ordin ,y! this para raph states that the reasonab,e feein su&h a &ase is payab,e on the o&&urren&e of the &ontin en&y and provides assistan&e in thedetermination of the amount of a fee 0hi&h may be &onsidered reasonab,e.

2. Negotia?ilit' o1 Fees /!ar. 50

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/his statement is re9uired by statute.

5. Billing Statements /!ar. 90

/his optiona, para raph is intended for use in the event the &,ient is to pay &osts as the,iti ation pro resses! rather than dedu&tin a,, &osts from the re&overy.

7. Appro-al Ne&essar' 1or Settlement /!ar. <0

/his provision is optiona,.

8. Dis&:arge an Wit: ra;al /!ar. ##0

/his is de&,aratory of app,i&ab,e ,a0 and ru,es. /o ether 0ith Para raphs ; ( e a, Fees+!12 (Con&,usion of Servi&es+ and 1* ( ien+! this para raph notifies the &,ient of paymentob,i ations if the attorney is dis&har ed or 0ithdra0s.

9. Con&l3sion o1 Ser-i&es /!ar. #%0

eturnin the fi,e and other property is re9uired under e6istin ,a0 and the u,es ofProfessiona, Condu&t.

<. Re&eipt o1 !ro&ee s /!ar. #20


#=. Dis&laimer o1 (3arantee /!ar. #50


##. Constr3&tion Cla3ses /!ars. #7 $ #90

/hese are optiona, &,auses found in many forma, a reements.

. ADDITIONAL !RO ISIONS

/here are innumerab,e additiona, provisions that an attorney may in&,ude in a feea reement. /he fo,,o0in are severa, 0hi&h the attorney may 0ish to &onsider. A,, of these&,auses are optiona,.

#. Ar?itration Cla3se

An attorney shou,d &onsu,t the firm<s ma,pra&ti&e insuran&e &arrier re ardin its positionon arbitration and parti&u,ar arbitration provisions! in&,udin any a0ard of attorney<s fees.

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/he su ested &,ause is appropriate for bindin arbitration of a,, &,aims other than feedisputes 0hi&h are sub8e&t to non-bindin arbitration under Business and Professions CodeSe&tions 2 !et seq. Su&h &,auses may on,y be enfor&eab,e 0ith fu,, dis&,osure to the &,ient ofthe ramifi&ations of those &hoi&es and the &omparative advanta es and disadvanta es of othera,ternatives. /his &,ause advises the &,ient of the ri ht to have an independent attorney revie0 it!and re9uires initia,in to approve it.

%. Me iation Cla3se

/his is an optiona, &,ause. @nder Business and Professions Code Se&tion 2 ! amediation option may be offered to the parties after the attorney or &,ient fi,es a re9uest for feearbitration 0ith some ,o&a, bar asso&iation or the State Bar fee arbitration pro rams.

/he attorney may 0ant to &onsider this in determinin 0hether to in&,ude a pre-fi,inmediation &,ause su&h as the su ested &,ause.

4. Interest Cla3se

3t is ,e a,,y and ethi&a,,y proper to &har e interest on fees. 3f the attorney e,e&ts to do so!this &,ause provides appropriate ,an ua e. P,ease ?eep in mind that interest! if &har ed! must bereasonab,e so as not to vio,ate either the prohibition a ainst un&ons&ionab,e fees nor the usury

provisions of the Ca,ifornia Constitution. 3t must be simp,e interest! made a part of thea reement! and separate,y stated as an in&rement on the month,y or other periodi& bi,,in .Genera,,y! interest shou,d be in runnin on,y after a &ertain spe&ified period! i.e.! thirty! si6ty orninety days after the bi,,in invoi&e is rendered! if not paid 0ithin that time.

3f the A reement uses the terms 4finan&e &har es!5 4,ate fees!5 4pena,ty payment5 oranythin other than simp,e interest! this may &reate prob,ems 0ith the Federa, /ruth 3n endin

a0 and the Ca,ifornia @nruh A&t.

2. Replenis:ing Deposit

/his is an a,ternative to Par. ; in Forms 1 and 2! and provides for an automati&a,,yrep,enishin deposit.

5. Attorne's> Fees Cla3se

An attorneys< fees &,ause is permitted! e6&ept that attorneys< fees are not re&overab,e in feearbitrations under Business and Professions Code Se&tions 2 ! et seq. Further! an attorney maynot usua,,y re&over fees for representin him or herse,f. 3f this &,ause and an arbitration &,ause are

both used! the attorneys< fee provisions shou,d be the same. 3n&,usion of this &,ause shou,d be&,eared 0ith the attorney<s ma,pra&ti&e insuran&e &arrier.

7. Ot:er !a'or Cla3ses

:



Form No. 1Sample Written Fee Agreement

Hourly Litigation

CRANE) (ARCIA @ MOORE22# Ba3&:et Street

Los Angeles) CA <==#%/%#40 79=$<7==

/Date0

ATTORNE"$CLIENT FEE A(REEMENT

CRANE) (ARCIA @ MOORE (4Attorney5+ and STELLA IN( (4C,ient5+ herebya ree that Attorney 0i,, provide ,e a, servi&es to C,ient on the terms set forth be,o0.

#. CONDITIONS. /his A reement 0i,, not ta?e effe&t! and Attorney 0i,, have noob,i ation to provide ,e a, servi&es! unti, C,ient returns a si ned &opy of this A reement and paysthe initia, deposit &a,,ed for under Para raph ;.

%. SCO!E OF SER ICES. C,ient hires Attorney to provide ,e a, servi&es in thefo,,o0in matter>HHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHIdes&ribe matter . Attorney 0i,, provide those ,e a, servi&es reasonab,y re9uired to representC,ient. Attorney 0i,, ta?e reasonab,e steps to ?eep C,ient informed of pro ress and to respond toC,ient<s in9uiries. 3f a &ourt a&tion is fi,ed! Attorney 0i,, represent C,ient throu h tria, and post-tria, motions. /his A reement does not &over representation on appea, or in e6e&ution

pro&eedin s after 8ud ment. Separate arran ements must be a reed to for those servi&es. Servi&esin any matter not des&ribed above 0i,, re9uire a separate 0ritten a reement.

4. CLIENT>S DUTIES . C,ient a rees to be truthfu, 0ith Attorney! to &ooperate! to?eep Attorney informed of any information or deve,opments 0hi&h may &ome to C,ient<sattention! to abide by this A reement! to pay Attorney<s bi,,s on time ) and to ?eep Attorneyadvised of C,ient<s address! te,ephone number and 0hereabouts. C,ient 0i,, assist Attorney in

providin ne&essary information and do&uments and 0i,, appear 0hen ne&essary at ,e a, pro&eedin s.

2. DE!OSIT. C,ient a rees to pay Attorney an initia, deposit of =HHHHHHHH by HHHHHHHHHHHHHHHH. /he hour,y &har es 0i,, be &har ed a ainst the deposit. /he initia, deposit!as 0e,, as any future deposit! 0i,, be he,d in a trust a&&ount. C,ient authori7es Attorney to use thatfund to pay the fees and other &har es as they are in&urred. Payments from the fund 0i,, be

HHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH

:



/his samp,e 0ritten fee a reement form is intended to satisfy the basi& re9uirements of Business K Professions Codese&tion 1;# but may not address varyin &ontra&tua, ob,i ations 0hi&h may be present in a parti&u,ar &ase. /heState Bar ma?es no representation of any ?ind! e6press or imp,ied! &on&ernin the use of these forms.

:



made upon remittan&e to &,ient of a bi,,in statement. C,ient a&?no0,ed es that the deposit is notan estimate of tota, fees and &osts! but mere,y an advan&e for se&urity.

Dhenever the deposit is e6hausted! Attorney reserves the ri ht to demand further deposits!ea&h up to a ma6imum of =HHHHHHHHHHHH before a tria, or arbitration date is set. n&e a tria, orarbitration date is set! C,ient sha,, pay a,, sums then o0in and deposit the attorneys< feesestimated to be in&urred in preparin for and &omp,etin the tria, or arbitration! as 0e,, as the 8uryfees or arbitration fees! e6pert 0itness fees and other &osts ,i?e,y to be assessed. /hose sums maye6&eed the ma6imum deposit.

C,ient a rees to pay a,, deposits after the initia, deposit 0ithin HHHHH days of Attorney<sdemand. @n,ess other0ise a reed in 0ritin ! any unused deposit at the &on&,usion of Attorney<sservi&es 0i,, be refunded.

5. LE(AL FEES AND BILLIN( !RACTICES . C,ient a rees to pay by the hourat Attorney<s prevai,in rates for a,, time spent on C,ient<s matter by Attorney<s ,e a, personne,.Current hour,y rates for ,e a, personne, are as fo,,o0s>

Senior partners Lhour Partners Lhour Asso&iates Lhour Para,e a,s Lhour

a0 &,er?s Lhour

/he rates on this s&hedu,e are sub8e&t to &han e on * days< 0ritten noti&e to C,ient. 3fC,ient de&,ines to pay in&reased rates! Attorney 0i,, have the ri ht to 0ithdra0 as attorney forC,ient.

/he time &har ed 0i,, in&,ude the time Attorney spends on te,ephone &a,,s re,atin toC,ient<s matter! in&,udin &a,,s 0ith C,ient! 0itnesses! opposin &ounse, or &ourt personne,. /he,e a, personne, assi ned to C,ient<s matter may &onfer amon themse,ves about the matter! asre9uired and appropriate. Dhen they do &onfer! ea&h person 0i,, &har e for the time e6pended! as,on as the 0or? done is reasonab,y ne&essary and not dup,i&ative. i?e0ise! if more than one ofthe ,e a, personne, attends a meetin ! &ourt hearin or other pro&eedin ! ea&h 0i,, &har e for thetime spent. Attorney 0i,, &har e for 0aitin time in &ourt and e,se0here and for trave, time! both,o&a, and out of to0n.

/ime is &har ed in minimum units of one-tenth (. 1+ of an hour. /he fo,,o0in have hi her minimum &har es>

/e,ephone &a,,s>etters>ther>

:



7. COSTS AND OTHER CHAR(ES .

(a+ Attorney 0i,, in&ur various &osts and e6penses in performin ,e a, servi&es underthis A reement. C,ient a rees to pay for a,, &osts! disbursements and e6penses in addition to thehour,y fees. /he &osts and e6penses &ommon,y in&,ude! servi&e of pro&ess &har es! fi,in fees!&ourt and deposition reporters fees! 8ury fees! notary fees! deposition &osts! ,on distan&ete,ephone &har es! messen er and other de,ivery fees! posta e! photo&opyin and otherreprodu&tion &osts! trave, &osts in&,udin par?in ! mi,ea e! transportation! mea,s and hote, &osts!investi ation e6penses! &onsu,tants fees! e6pert 0itness! professiona,! mediator! arbitrator andLorspe&ia, master fees and other simi,ar items. E6&ept for the items ,isted be,o0! a,, &osts ande6penses 0i,, be &har ed at Attorney<s &ost.

3n-offi&e photo&opyin > Lpa eFa&simi,e &har es> Lpa eMi,ea e> Lmi,e

ther>

(b+ ut of to0n trave,. C,ient a rees to pay transportation! mea,s! ,od in and a,,other &osts of any ne&essary out-of-to0n trave, by Attorney<s personne,. C,ient 0i,, a,so be&har ed the hour,y rates for the time ,e a, personne, spend trave,in .

(&+ E6perts! Consu,tants and 3nvesti ators. /o aid in the preparation or presentation of C,ient<s &ase! it may be&ome ne&essary to hire e6pert 0itnesses! &onsu,tants or investi ators.C,ient a rees to pay su&h fees and &har es. Attorney 0i,, se,e&t any e6pert 0itnesses! &onsu,tantsor investi ators to be hired ) and C,ient 0i,, be informed of persons &hosen and their &har es.

Additiona,,y! C,ient understands that if the matter pro&eeds to &ourt a&tion or arbitration!C,ient may be re9uired to pay fees andLor &osts to other parties in the a&tion. Any su&h payment0i,, be entire,y the responsibi,ity of C,ient.

8. BILLIN( STATEMENTS . Attorney 0i,, send C,ient periodi& statements for feesand &osts in&urred. Ea&h statement 0i,, be payab,e 0ithin HHHHHHHH days of its mai,in date.C,ient may re9uest a statement at interva,s of no ,ess than * days. 3f C,ient so re9uests! Attorney0i,, provide one 0ithin 1 days. /he statements sha,, in&,ude the amount! rate! basis of&a,&u,ation or other method of determination of the fees and &osts! 0hi&h &osts 0i,, be &,ear,yidentified by item and amount.

9. LIEN . C,ient hereby rants Attorney a ,ien on any and a,, &,aims or &auses of a&tion that are thesub8e&t of the representation under this A reement. /he ,ien 0i,, be for any sums o0in toAttorney at the &on&,usion of servi&es performed. /he ,ien 0i,, atta&h to any re&overy C,ient mayobtain! 0hether by arbitration a0ard! 8ud ment! sett,ement or other0ise. /he effe&t of su&h a ,ienis that Attorney may be ab,e to &ompe, payment of fees and &osts from any su&h funds re&overedon beha,f of C,ient even if Attorney has been dis&har ed before the end of the &ase. Be&ause a,ien may affe&t C,ient<s property ri hts! C,ient may see? the advi&e of an independent ,a0yer ofC,ient<s &hoi&e before a reein to su&h a ,ien. By initia,in this para raph! C,ient represents and

:



a rees that C,ient has had a reasonab,e opportunity to &onsu,t su&h an independent ,a0yer and 0hether or not C,ient has &hosen to &onsu,t su&h an independent ,a0yer C,ient a rees thatAttorney 0i,, have a ,ien as spe&ified above.

HHHHHH (C,ient 3nitia, ere+ HHHHHH (Attorney 3nitia, ere+

<. DISCHAR(E AND WITHDRAWAL . C,ient may dis&har e Attorney at anytime. Attorney may 0ithdra0 0ith C,ient<s &onsent or for ood &ause. Good &ause in&,udesC,ient<s brea&h of this A reement! refusa, to &ooperate or to fo,,o0 Attorney<s advi&e on amateria, matter or any fa&t or &ir&umstan&e that 0ou,d render Attorney<s &ontinuin representationun,a0fu, or unethi&a,. Dhen Attorney<s servi&es &on&,ude! a,, unpaid &har es 0i,, immediate,y

be&ome due and payab,e. After servi&es &on&,ude! Attorney 0i,,! upon C,ient<s re9uest! de,iverC,ient<s fi,e! and property in Attorney<s possession un,ess sub8e&t to the ,ien provided inPara raph # above! 0hether or not C,ient has paid for a,, servi&es.

#=. DISCLAIMER OF (UARANTEE AND ESTIMATES . 'othin in thisA reement and nothin in Attorney<s statements to C,ient 0i,, be &onstrued as a promise or

uarantee about the out&ome of the matter. Attorney ma?es no su&h promises or uarantees.Attorney<s &omments about the out&ome of the matter are e6pressions of opinion on,y. Anyestimate of fees iven by Attorney sha,, not be a uarantee. A&tua, fees may vary from estimates

iven.

##. ENTIRE A(REEMENT . /his A reement &ontains the entire a reement of the parties. 'o other a reement! statement! or promise made on or before the effe&tive date of thisA reement 0i,, be bindin on the parties.

#%. SE ERABILIT" IN E ENT OF !ARTIAL IN ALIDIT" . 3f any provision of this A reement is he,d in 0ho,e or in part to be unenfor&eab,e for any reason! the remainder ofthat provision and of the entire A reement 0i,, be severab,e and remain in effe&t.

#4. MODIFICATION B" SUBSE UENT A(REEMENT . /his A reement may bemodified by subse9uent a reement of the parties on,y by an instrument in 0ritin si ned by bothof them ) or an ora, a reement on,y to the e6tent that the parties &arry it out.

#2. EFFECTI E DATE . /his A reement 0i,, overn a,, ,e a, servi&es performed byAttorney on beha,f of C,ient &ommen&in 0ith the date Attorney first performedservi&es. /he date at the be innin of this A reement is for referen&e on,y. Evenif this A reement does not ta?e effe&t! C,ient 0i,, be ob,i ated to pay Attorney thereasonab,e va,ue of any servi&es Attorney may have performed for C,ient.

/ E PA /3ES ANE EA A' @' E S/ / E F EG 3'G /E MS A'AG EE / / EM AS F / E A/E A// 'EO F3 S/ P N3 E SE N3CES. 3F M E/ A' 'E C 3E'/ S3G'S BE D! EAC AG EES / BE 3AB E! J 3'/ O A'

:



Form No. 2Sample Written Fee Agreement

Hourly Non-Litigation


Los Angeles) CA <==#%/%#40 79=$<7==

/Date0

CRANE) (ARCIA @ MOORE (4Attorney5+ and STELLA IN( (4C,ient5+ herebya ree that Attorney 0i,, provide ,e a, servi&es to C,ient on the terms set forth be,o0.

#. CONDITIONS . /his A reement 0i,, not ta?e effe&t! and Attorney 0i,, have noob,i ation to provide ,e a, servi&es! unti, C,ient returns a si ned &opy of this A reement and paysthe initia, deposit &a,,ed for under Para raph ;.

%. SCO!E OF SER ICES . C,ient hires Attorney to provide ,e a, servi&es in thefo,,o0in matter> HHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHmatter . Attorney 0i,, provide those ,e a, servi&es reasonab,y re9uired to represent C,ient.Attorney 0i,, ta?e reasonab,e steps to ?eep C,ient informed of pro ress and to respond to C,ient<sin9uiries. /his A reement does not &over ,iti ation servi&es of any ?ind! 0hether in &ourt!arbitration! administrative hearin s! or overnment a en&y hearin s. Separate arran ements must

be a reed to for those servi&es. Servi&es in any matter not des&ribed above 0i,, re9uire a separate0ritten a reement.

4. CLIENT>S DUTIES . C,ient a rees to be truthfu, 0ith Attorney! to &ooperate! to?eep Attorney informed of any information or deve,opments 0hi&h may &ome to C,ient<sattention! to abide by this A reement! to pay Attorney<s bi,,s on time and to ?eep Attorney advisedof C,ient<s address! te,ephone number and 0hereabouts. C,ient 0i,, assist Attorney in providininformation and do&uments ne&essary for the representation in the des&ribed matter.

2. DE!OSIT . C,ient a rees to pay Attorney an initia, deposit of =HHHHHHHHHHHH by HHHHHHHHHHHHHHH.

/he hour,y &har es 0i,, be &har ed a ainst the deposit. /he initia, deposit! as 0e,, as anyfuture deposit! 0i,, be he,d in a trust a&&ount. C,ient authori7es Attorney to use that fund to paythe fees and other &har es as they are in&urred. Payments from the fund 0i,, be made upon

HHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH

:



/his samp,e 0ritten fee a reement form is intended to satisfy the basi& re9uirements of Business K Professions Codese&tion 1;# but may not address varyin &ontra&tua, ob,i ations 0hi&h may be present in a parti&u,ar &ase. /heState Bar ma?es no representation of any ?ind! e6press or imp,ied! &on&ernin the use of these forms.

:



remittan&e to C,ient of a bi,,in statement. C,ient a&?no0,ed es that the deposit is not an estimateof tota, fees and &osts! but mere,y an advan&e for se&urity.

Dhenever the deposit is e6hausted! Attorney reserves the ri ht to demand furtherdeposits! ea&h up to a ma6imum of =HHHHHHHHHHHHH.

C,ient a rees to pay a,, deposits after the initia, deposit 0ithin days of Attorney<sdemand. @n,ess other0ise a reed in 0ritin ! any unused deposit at the &on&,usion of Attorney<sservi&es 0i,, be refunded.

5. LE(AL FEES AND BILLIN( !RACTICES . C,ient a rees to pay by the hourat Attorney<s prevai,in rates for a,, time spent on C,ient<s matter by Attorney<s ,e a, personne,.Current hour,y rates for ,e a, personne, are as fo,,o0s>

Senior partners Lhour Partners Lhour Asso&iates Lhour Para,e a,s Lhour

a0 &,er?s Lhour

/he rates on this s&hedu,e are sub8e&t to &han e on * days< 0ritten noti&e to &,ient. 3fC,ient de&,ines to pay any in&reased rates! Attorney 0i,, have the ri ht to 0ithdra0 as Attorneyfor C,ient.

/he time &har ed 0i,, in&,ude the time Attorney spends on te,ephone &a,,s re,atin toC,ient<s matter! in&,udin &a,,s 0ith C,ient and other parties and attorneys. /he ,e a, personne,assi ned to C,ient<s matter may &onfer amon themse,ves about the matter! as re9uired andappropriate. Dhen they do &onfer! ea&h person 0i,, &har e for the time e6pended! as ,on as the0or? done is reasonab,y ne&essary and not dup,i&ative. i?e0ise! if more than one of the ,e a,

personne, attends a meetin or other pro&eedin ! ea&h 0i,, &har e for the time spent. Attorney0i,, &har e for 0aitin time and for trave, time! both ,o&a, and out of to0n.

/ime is &har ed in minimum units of one tenth (. 1+ of an hour. /he fo,,o0in have hi her minimum &har es>

/e,ephone &a,,s>etters>ther>

7. COSTS AND OTHER CHAR(ES.

(a+ 3n enera,! Attorney 0i,, in&ur various &osts and e6penses in performin ,e a,servi&es under this A reement. C,ient a rees to pay for a,, &osts! disbursements and e6penses inaddition to the hour,y fees. /he &osts and e6penses &ommon,y in&,ude fees fi6ed by ,a0 orassessed by pub,i& a en&ies! ,on distan&e te,ephone &har es! messen er and other de,ivery fees!

:



posta e! photo&opyin and other reprodu&tion &osts! trave, &osts in&,udin par?in ! mi,ea e!transportation! mea,s and hote, &osts! investi ation e6penses and &onsu,tants fees and othersimi,ar items. E6&ept for the items ,isted be,o0! a,, &osts and e6penses 0i,, be &har ed atAttorney<s &ost.


ther>

(b+ ut of to0n trave,. C,ient a rees to pay transportation! mea,s! ,od in and a,,other &osts of any ne&essary out-of-to0n trave, by Attorney<s personne,. C,ient 0i,, a,so be&har ed the hour,y rates for the time ,e a, personne, spend trave,,in .

(&+ Consu,tants and 3nvesti ators. /o aid in the representation in C,ient<s matter! itmay be&ome ne&essary to hire &onsu,tants or investi ators. C,ient a rees to pay su&h fees and&har es. Attorney 0i,, se,e&t any &onsu,tants or investi ators to be hired ) and C,ient 0i,, beinformed of persons &hosen and their &har es.

8. BILLIN( STATEMENTS. Attorney 0i,, send C,ient periodi& statements for feesand &osts in&urred. Ea&h statement 0i,, be payab,e 0ithin HHHHHHHHH days of its mai,in date.C,ient may re9uest a statement at interva,s of no ,ess than * days. 3f C,ients re9uests! Attorney0i,, provide one 0ithin 1 days. /he statements sha,, in&,ude the amount! rate! basis of&a,&u,ation or other method of determination of the fees and &osts! 0hi&h &osts 0i,, be &,ear,yidentified by item and amount.

9. DISCHAR(E AND WITHDRAWAL . C,ient may dis&har e Attorney at anytime. Attorney may 0ithdra0 0ith C,ient<s &onsent or for ood &ause. Good &ause in&,udesC,ient<s brea&h of this A reement! refusa, to &ooperate or to fo,,o0 Attorney<s advi&e on amateria, matter or any fa&t or &ir&umstan&e that 0ou,d render Attorney<s &ontinuin representationun,a0fu, or unethi&a,. Dhen Attorney<s servi&es &on&,ude! a,, unpaid &har es 0i,, immediate,y

be&ome due and payab,e. After servi&es &on&,ude! Attorney 0i,,! upon C,ient<s re9uest! de,iverC,ient<s fi,e and property in Attorney<s possession! 0hether or not C,ient has paid for a,, servi&es.

<. DISCLAIMER OF (UARANTEE AND ESTIMATES . 'othin in thisA reement and nothin in Attorney<s statements to C,ient 0i,, be &onstrued as a promise or

uarantee about the out&ome of the matter. Attorney ma?es no su&h promises or uarantees.Attorney<s &omments about the out&ome of the matter are e6pressions of opinion on,y. Anyestimate of fees iven by Attorney sha,, not be a uarantee. A&tua, fees may vary from estimates

iven.

#=. ENTIRE A(REEMENT . /his A reement &ontains the entire a reement of the parties. 'o other a reement! statement! or promise made on or before the effe&tive date of thisA reement 0i,, be bindin on the parties.

:



##. SE ERABILIT" IN E ENT OF !ARTIAL IN ALIDIT" . 3f any provision of this A reement is he,d in 0ho,e or in part to be unenfor&eab,e for any reason! the remainder ofthat provision and of the entire A reement 0i,, be severab,e and remain in effe&t.

#%. MODIFICATION B" SUBSE UENT A(REEMENT . /his A reement may bemodified by subse9uent a reement of the parties on,y by an instrument in 0ritin si ned by bothof them or an ora, a reement on,y to the e6tent that the parties &arry it out.

#4. EFFECTI E DATE . /his A reement 0i,, overn a,, ,e a, servi&es performed byAttorney on beha,f of C,ient &ommen&in 0ith the date Attorney first performed servi&es. /hedate at the be innin of this A reement is for referen&e on,y. Even if this A reement does not ta?eeffe&t! C,ient 0i,, be ob,i ated to pay Attorney the reasonab,e va,ue of any servi&es Attorney mayhave performed for C,ient.

/ E PA /3ES ANE EA A' @' E S/ / E F EG 3'G /E MS A'AG EE / / EM AS F / E A/E A// 'EO F3 S/ P N3 E SE N3CES. 3F M E/ A' 'E C 3E'/ S3G'S BE D! EAC AG EES / BE 3AB E! J 3'/ O A'SENE A O! F A B 3GA/3 'S @' E / 3S AG EEME'/. / E C 3E'/ S A

ECE3NE A F@ O E EC@/E @P 3CA/E F / 3S AG EEME'/.

A/E > HHHHHHHHHHHHHHHHHHHHHHHHH HHHHHHHHHHHHHHHHHHHHHHHHHS/E A Q3'G

Address>HHHHHHHHHHHHHHHHHHHHHHHHHH HHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH/e,ephone>HHHHHHHHHHHHHHHHHHHHHHHH

A/E > HHHHHHHHHHHHHHHHHHHHHHHHH C A'E! GA C3A K M E

By>HHHHHHHHHHHHHHHHHHHHHHHHHHHHHinda . Gar&ia! Partner

:



Form No. 3Contingency Fee Agreement


Los Angeles) CA <==#%/%#40 79=$<7==

/Date0

ATTORNE"$CLIENT CONTIN(ENC" FEE A(REEMENT

CRANE) (ARCIA @ MOORE (4Attorney5+! and STELLA IN( (4C,ient5+ herebya ree that Attorney 0i,, provide ,e a, servi&es to C,ient on the terms set forth be,o0.

#. CONDITIONS . /his A reement 0i,, not ta?e effe&t! and Attorney 0i,, have noob,i ation to provide ,e a, servi&es! unti, C,ient returns a si ned &opy of this A reement and paysthe initia, deposit! if any! &a,,ed for under Para raph $.

%. SCO!E OF SER ICES . C,ient is hirin Attorney to represent C,ient in thematter of C,ient<s &,aims a ainst Iand possib,y others as futureinvesti ation may indi&ate ! arisin out of HHHHHHH0hi&h o&&urred on or about

HHHHHHHHHHHHHHHH.

3f a &ourt a&tion is fi,ed! Attorney 0i,, represent C,ient unti, a sett,ement or 8ud ment! by0ay of arbitration or tria,! is rea&hed. Attorney 0i,, oppose any motion for a ne0 tria, or anyother post-tria, motions fi,ed by an opposin party! or 0i,, ma?e any appropriate post-tria,motions on C,ient<s beha,f. After 8ud ment! Attorney 0i,, not represent C,ient on any appea,! orin any pro&eedin to e6e&ute on the 8ud ment! un,ess C,ient and Attorney a ree that Attorney 0i,,

provide su&h servi&es and a,so a ree upon additiona, fees! if any! to be paid to Attorney for su&hservi&es. Servi&es in any matter not des&ribed above 0i,, re9uire a separate 0ritten a reement.

4. RES!ONSIBILITIES OF THE !ARTIES . Attorney 0i,, provide those ,e a,servi&es reasonab,y re9uired to represent C,ient in prose&utin the &,aims des&ribed in Para raph2 and 0i,, ta?e reasonab,e steps to ?eep C,ient informed of pro ress and deve,opments! and torespond prompt,y to in9uiries and &ommuni&ations. C,ient a rees to be truthfu, 0ith Attorney! to&ooperate! to ?eep Attorney informed of any information and deve,opments 0hi&h may &ome toC,ient<s attention! to abide by this A reement! to pay Attorney<s bi,,s for &osts on time! and to

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/his samp,e 0ritten fee a reement form is intended to satisfy the basi& re9uirements of Business K Professions CodeSe&tion 1;$ but may not address varyin &ontra&tua, ob,i ations 0hi&h may be present in a parti&u,ar &ase. /heState Bar ma?es no representation of any ?ind! e6press or imp,ied! &on&ernin the use of these forms.

?eep Attorney advised of C,ient<s address! te,ephone number and 0hereabouts. C,ient a rees toappear at a,, ,e a, pro&eedin s 0hen Attorney deems it ne&essary! and enera,,y to &ooperate fu,,y0ith Attorney in a,, matters re,ated to the preparation and presentation of C,ient<s &,aims.

2. LE(AL FEES . Attorney 0i,, on,y be &ompensated for ,e a, servi&es rendered if are&overy is obtained for C,ient. 3f no re&overy is obtained! C,ient 0i,, be ob,i ated to pay on,y for &osts! disbursements and e6penses! as des&ribed in Para raph .

/he fee to be paid to Attorney 0i,, be a per&enta e of the 4net re&overy!5 dependin on thesta e at 0hi&h the sett,ement or 8ud ment is rea&hed. /he term 4net re&overy5 means> (1+ the tota,of a,, amounts re&eived by sett,ement! arbitration a0ard or 8ud ment! in&,udin any a0ard of

attorneys fees! (2+ minus a,, &osts and disbursements set forth in Para raph . I'et re&overy sha,,a,so in&,ude the reasonab,e va,ue of any non-monetary pro&eeds.

Attorney<s fee sha,, be &a,&u,ated as fo,,o0s>

(i+ 3f the matter is reso,ved before fi,in a ,a0suit or forma, initiation of pro&eedin s! then Attorney<s fee 0i,, be HHHHHHHHH per&ent (HHHHR+ of thenet re&overy%

(ii+ 3f the matter is reso,ved prior to HHHH days before the date initia,,y set forthe tria, or arbitration of the matter then Attorney<s fee 0i,, be HHHHHHHHH

per&ent (HHHHR+ of the net re&overy% and

(iii+ 3f the matter is reso,ved after the times set forth in (i+ and (ii+!above! then Attorney<s fee 0i,, be HHHHHHHHH per&ent (HHHHR+ of the netre&overy.

3n the event of Attorney<s dis&har e or 0ithdra0a, as provided in Para raph 11! C,ienta rees that! upon payment of the sett,ement! arbitration a0ard or 8ud ment in C,ient<s favor in thismatter! Attorney sha,, be entit,ed to be paid by C,ient a reasonab,e fee for the ,e a, servi&es

provided. Su&h fee sha,, be determined by &onsiderin the fo,,o0in fa&tors>

(1+ /he a&tua, number of hours e6pended by Attorney in performin ,e a,servi&es for C,ient%

(2+ Attorney<s hour,y rates%(*+ /he e6tent to 0hi&h Attorney<s servi&es have &ontributed to the resu,t

obtained%(;+ /he amount of the fee in proportion to the va,ue of the servi&es performed%()+ /he amount of re&overy obtained%

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( + /ime ,imitations imposed on Attorney by C,ient or by the &ir&umstan&es%and

($+ /he e6perien&e! reputation and abi,ity of personne, performin the servi&es.

5. NE(OTIABILIT" OF FEES . /he rates set forth above are not set by ,a0! butare ne otiab,e bet0een an attorney and &,ient.

7. COSTS AND LITI(ATION E,!ENSES . Attorney 0i,, in&ur various &osts ande6penses in performin ,e a, servi&es under this A reement. C,ient a rees to pay for a,, &osts!disbursements and e6penses paid or o0ed by C,ient in &onne&tion 0ith this matter! or 0hi&h have

been advan&ed by Attorney on C,ient<s beha,f and 0hi&h have not been previous,y paid orreimbursed to Attorney. Costs! disbursements and ,iti ation e6penses &ommon,y in&,ude &ourtfees! 8ury fees! servi&e of pro&ess &har es! &ourt and deposition reporters< fees! photo&opyin andreprodu&tion &osts! notary fees! ,on distan&e te,ephone &har es! messen er and other de,ivery

fees! posta e! deposition &osts! trave, &osts in&,udin par?in ! mi,ea e! transportation! mea,s andhote, &osts! investi ation e6penses! &onsu,tant! e6pert 0itness! professiona, mediator! arbitratorandLor spe&ia, master fees and other simi,ar items. E6&ept for the items ,isted be,o0! &osts ande6penses 0i,, be &har ed at Attorney<s &ost.


ther>

C,ient understands that! as set forth in Para raph $ be,o0! a deposit for &osts may be

re9uired before the e6penditure is made by Attorney.

/o aid in the preparation or presentation of C,ient<s &ase! it may be&ome ne&essary to hiree6pert 0itnesses! &onsu,tants or investi ators. Attorney 0i,, se,e&t any e6pert 0itnesses!&onsu,tants or investi ators to be hired ) and C,ient 0i,, be informed of persons &hosen and their&har es.

C,ient authori7es Attorney to in&ur a,, reasonab,e &osts and to hire any investi ators!&onsu,tants or e6pert 0itnesses reasonab,y ne&essary in Attorney<s 8ud ment un,ess one or both of the &,auses be,o0 are initia,ed by Attorney.

Attorney sha,, obtain C,ient<s &onsent before in&urrin any &osts in e6&ess of=HHHHHHHHHHHHH.

Attorney sha,, obtain C,ient<s &onsent before retainin outside investi ators! &onsu,tants!or e6pert 0itnesses.

3f an a0ard of fees andLor &osts is sou ht on C,ient<s beha,f in this a&tion! C,ientunderstands that the amount 0hi&h the &ourt may order as fees andLor &osts is the amount the&ourt be,ieves the party is entit,ed to re&over! and does not determine 0hat fees andLor &osts

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Attorney is entit,ed to &har e C,ient or that on,y the fees andLor &osts 0hi&h 0ere a,,o0ed 0erereasonab,e. C,ient a rees that! 0hether or not attorneys< fees or &osts are a0arded by the &ourt inC,ient<s &ase! C,ient 0i,, remain responsib,e for the payment! in fu,,! of a,, attorneys< fees and&osts in a&&ordan&e 0ith this A reement.

Additiona,,y! C,ient understands that if C,ient<s &ase pro&eeds to &ourt a&tion orarbitration! C,ient may be re9uired to pay fees andLor &osts to other parties in the a&tion. Anysu&h a0ard 0i,, be entire,y the responsibi,ity of C,ient.

8. DE!OSIT . C,ient a rees to pay Attorney an initia, deposit for &osts of=HHHHHHHHHHHHH! to be returned 0ith this si ned A reement. Attorney 0i,, ho,d this initia,deposit in a trust a&&ount. C,ient hereby authori7es Attorney to use that deposit to pay the &osts!disbursements and other e6penses in&urred under this A reement.

Dhen C,ient<s deposit is e6hausted! Attorney reserves the ri ht to demand furtherdeposits! ea&h up to a ma6imum of =HHHHHHHHHHHHH.

n&e a tria, or arbitration date is set! Attorney 0i,, re9uire C,ient to pay a,, sums theno0in ! and to deposit the &osts Attorney estimates 0i,, be in&urred in preparin for and&omp,etin the tria, or arbitration! as 0e,, as the 8ury fees or arbitration fees ,i?e,y to be assessed./hose sums may e6&eed the ma6imum deposit.

C,ient a rees to pay a,, deposits re9uired under this A reement 0ithin 1 days ofAttorney<s demand. Any deposit that is unused at the &on&,usion of Attorney<s servi&es 0i,, berefunded.

9. MONTHL" BILLIN( STATEMENTS . Attorney 0i,, send C,ient month,y bi,,in statements for &osts! disbursements and e6penses in&urred in &onne&tion 0ith this matter.Ea&h statement is to be paid in fu,, 0ithin 1) days after the date of su&h statement.

<. A!!RO AL NECESSAR" FOR SETTLEMENT . Attorney 0i,, not ma?e anysett,ement or &ompromise of any nature of any of C,ient<s &,aims 0ithout C,ient<s prior approva,.C,ient retains the abso,ute ri ht to a&&ept or re8e&t any sett,ement. C,ient a rees to &onsiderserious,y any sett,ement offer Attorney re&ommends before ma?in a de&ision to a&&ept or re8e&tsu&h offer. C,ient a rees not to ma?e any sett,ement or &ompromise of any nature of any ofC,ient<s &,aims 0ithout prior noti&e to Attorney.

#=. LIMITATION OF RE!RESENTATION . Attorney is representin C,ient on,yon the matter des&ribed in Para raph 2. Attorney<s representation does not in&,ude independent or re,ated matters that may arise! in&,udin ! amon other thin s! &,aims for property dama e!0or?ers< &ompensation! disputes 0ith a hea,th &are provider about the amount o0ed for theirservi&es! or &,aims for reimbursement (subro ation+ by any insuran&e &ompany for benefits paidunder an insuran&e po,i&y.

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/his A reement a,so does not in&,ude defendin C,ient a ainst! or representin C,ient inany &,aims that may be asserted a ainst C,ient as a &ross-&,aim or &ounter-&,aim in C,ient<s &ase./his A reement does not app,y to any other ,e a, matters. 3f any su&h matters arise ,ater!Attorney and C,ient 0i,, either ne otiate a separate a reement if C,ient and Attorney a ree thatAttorney 0i,, perform su&h additiona, ,e a, 0or? or C,ient 0i,, en a e separate &ounse, 0ithrespe&t to the &ross-&,aim or &ounter-&,aim or additiona, ,e a, 0or?.

##. DISCHAR(E AND WITHDRAWAL . C,ient may dis&har e Attorney at anytime! upon 0ritten noti&e to Attorney. Attorney may 0ithdra0 from representation of C,ient (a+0ith C,ient<s &onsent ) (b+ upon &ourt approva,! or (&+ if no &ourt a&tion has been fi,ed! for ood&ause and upon reasonab,e noti&e to C,ient. Good &ause in&,udes C,ient<s brea&h of this &ontra&t!C,ient<s refusa, to &ooperate 0ith Attorney or to fo,,o0 Attorney<s advi&e on a materia, matter! orany other fa&t or &ir&umstan&e that 0ou,d render Attorney<s &ontinuin representation un,a0fu, or unethi&a,.

'ot0ithstandin Attorney<s 0ithdra0a, or C,ient<s noti&e of dis&har e! and 0ithout re ardto the reasons for the 0ithdra0a, or dis&har e! C,ient 0i,, remain ob,i ated to pay Attorney for a,,&osts in&urred prior to the termination and! in the event that there is any net re&overy obtained byC,ient after &on&,usion of Attorney<s servi&es! C,ient remains ob,i ated to pay Attorney for thereasonab,e va,ue of a,, servi&es rendered from the effe&tive date of this A reement to the date ofdis&har e.

#%. CONCLUSION OF SER ICES . Dhen Attorney<s servi&es &on&,ude! a,, unpaid&har es 0i,, immediate,y be&ome due and payab,e. Attorney is authori7ed to use any funds he,din Attorney<s trust a&&ount as a deposit a ainst &osts to app,y to su&h unpaid &har es. AfterAttorney<s servi&es &on&,ude! upon re9uest! C,ient<s fi,e and property 0i,, be de,ivered to C,ient!or C,ient<s other attorney! 0hether or not C,ient has paid any fees andLor &osts o0ed to Attorney.

#4. LIEN . C,ient hereby rants Attorney a ,ien on any and a,, &,aims or &auses ofa&tion that are the sub8e&t of Attorney<s representation under this A reement. Attorney<s ,ien 0i,,

be for any sums o0in to Attorney for any unpaid &osts! or attorneys fees! at the &on&,usion ofAttorney<s servi&es. /he ,ien 0i,, atta&h to any re&overy C,ient may obtain! 0hether byarbitration a0ard! 8ud ment! sett,ement or other0ise. /he effe&t of su&h a ,ien is that Attorneymay be ab,e to &ompe, payment of fees and &osts from any su&h funds re&overed on beha,f ofC,ient even if Attorney has been dis&har ed before the end of the &ase. Be&ause a ,ien may affe&t

C,ient<s property ri hts! C,ient may see? the advi&e of an independent ,a0yer of C,ient<s o0n&hoi&e before a reein to su&h a ,ien. By initia,in this para raph! C,ient represents and a reesthat C,ient has had a reasonab,e opportunity to &onsu,t su&h an independent ,a0yer and 0hetheror not C,ient has &hosen to &onsu,t su&h an independent ,a0yer C,ient a rees that Attorney 0i,,have a ,ien as spe&ified above.


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By>HHHHHHHHHHHHHHHHHHHHHHHHHHHHHinda . Gar&ia! Partner

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Ot:er Cla3ses o1 Interest inFee Agreements

#. ARBITRATION

A. ARBITRATION OF ALL DIS!UTES INCLUDIN( CLAIMS OFMAL!RACTICE

Any &ontroversy bet0een the parties re ardin the &onstru&tion! app,i&ation or performan&e of any servi&es under this A reement! and any &,aim arisin out of or re,atin to thisA reement or its brea&h! sha,, be submitted to bindin arbitration upon the 0ritten re9uest of one

party after the servi&e of that re9uest on the other party. /he parties sha,, appoint one person

I ption> or a ree upon a *-person pane, to hear and determine the dispute. I ption> name thearbitration provider su&h as AAA! JAMS! A ! et&.! and provide that the arbitration sha,, be&ondu&ted pursuant to the provider<s ru,es . 3f the parties &annot a ree! then the Superior Court of Ifi,, in the name of &ounty County sha,, &hoose an impartia, arbitrator 0hose de&ision sha,, befina, and &on&,usive on a,, parties. Attorney and C,ient sha,, ea&h have the ri ht of dis&overy in&onne&tion 0ith any arbitration pro&eedin in a&&ordan&e 0ith Code of Civi, Pro&edure Se&tion12#*. ). I ptiona, provision> /he &ost of the arbitration! e6&,udin ,e a, fees and &osts! sha,, be

borne by the ,osin party or in su&h proportion as the arbitrator sha,, de&ide. /he parties sha,, bear their o0n ,e a, fees and &osts for Ia,, &,aims! or &ontra&t &,aims! or tort &,aims . /he so,e ande6&,usive venue for the arbitration and or any ,e a, dispute! sha,, be Ifi,, in name of &ountyCounty! Ca,ifornia.

B. STATE BAR FEE ARBITRATION

'ot0ithstandin subpara raph A above! in any dispute sub8e&t to the 8urisdi&tion of theState of Ca,ifornia over attorney<s fees! &har es! &osts or e6penses! C,ient has the ri ht to e,e&tarbitration pursuant to the fee arbitration pro&edures of the State Bar of Ca,ifornia! as set forth inCa,ifornia Business and Professions Code Se&tion 2 ! et seq. /hose pro&edures permit a tria,after arbitration! un,ess the parties a ree in 0ritin ! after the dispute has arisen! to be bound by thearbitration a0ard. 3f! after re&eivin a noti&e of &,ient<s ri ht to arbitrate! C,ient does not e,e&t to

pro&eed under the State Bar fee arbitration pro&edures! and fi,e a re9uest for fee arbitration 0ithin* days! any dispute over fees! &har es! &osts or e6penses! 0i,, be reso,ved by bindin arbitrationas provided in the previous subpara raph A.

Be&ause ea&h party is ivin up a ri ht! C,ient is en&oura ed to have an independent,a0yer of C,ient<s &hoi&e revie0 these arbitration provisions before a reein to them.

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By initia,in be,o0! C,ient and Attorney &onfirm that they have read and understandsubpara raphs A and B above! and vo,untari,y a ree to bindin arbitration. 3n doin so! C,ientand Attorney vo,untari,y ive up important &onstitutiona, ri hts to tria, by 8ud e or 8ury! as 0e,, asri hts to appea,. C,ient is advised that C,ient has the ri ht to have an independent ,a0yer ofC,ient<s &hoi&e revie0 these arbitration provisions! and this entire a reement! prior to initia,,inthis provision or si nin this A reement.


%. MEDIATION CLAUSE

3f a dispute arises out of or re,atin to any aspe&t of this A reement bet0een C,ient andAttorney! or the brea&h thereof! and if the dispute &annot be sett,ed throu h ne otiation! Attorney

and C,ient a ree to dis&uss in ood faith the use of mediation before resortin to arbitration!,iti ation! or any other dispute reso,ution pro&edure.

4. INTEREST CHAR(ES

3f a bi,,in statement is not paid 0hen due! interest 0i,, be &har ed on the prin&ipa, ba,an&e (fees! &osts! and disbursements+ sho0n on the statement. 3nterest 0i,, be &a,&u,ated bymu,tip,yin the unpaid ba,an&e by the periodi& rate of .#**R per month (/E' PE CE'/ I1 RA''@A PE CE'/AGE A/E+. /he unpaid ba,an&e 0i,, bear interest unti, paid.

I3nterest may not be &ompounded 0ithout &omp,ian&e 0ith the Ca,ifornia Civi, Code!

Appendi6 3! dea,in 0ith usury.

2. RE!LENISHIN( DE!OSIT

/o &ommen&e the representation! C,ient has provided Imust provide Attorney 0ith a=HHHHHHHHHHHHH deposit. Attorney 0i,, ho,d the deposit in Attorney<s trust a&&ount and app,y itto ea&h statement 0hen rendered by Attorney. C,ient 0i,, pay any additiona, ba,an&e due uponre&eipt of Attorney<s statements ea&h month and a,so 0i,, rep,enish the deposit ea&h month in theamount of a,, payments made to Attorney from the deposit. At the &on&,usion of the matter! thedeposit 0i,, be app,ied to the fina, statement! in 0hi&h event C,ient 0i,, be responsib,e for anyamount due over and above the deposit or be entit,ed to a refund of any amount remainin after

the fina, statement is satisfied in fu,,.

5. SECURIT" DE!OSIT

Attorney<s ob,i ation to render servi&es to C,ient 0i,, be sub8e&t to Attorney<s re&eipt of arefundab,e se&urity deposit of =HHHHHHHHHHHHHH.

Attorney 0i,, app,y =HHHHHHHHHHHHH of that deposit to the first fees and &osts bi,,ed toC,ient pursuant to this A reement! and 0i,, retain the remainder of the deposit in Attorney<s trust

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a&&ount as se&urity for C,ient<s ob,i ations to ma?e time,y payment of fees and &osts pursuant tothis A reement. Attorney 0i,, thereafter app,y the remainin deposit a ainst 0hat appears to bethe ,ast bi,,in for the servi&es rendered to C,ient pursuant to this A reement. C,ient a rees to

provide an additiona, se&urity deposit of =HHHHHHHHHHHHH at ,east 12 days prior to the firsts&hedu,ed tria, date of the matter.

7. ATTORNE"S> FEES CLAUSE

/he prevai,in party in any a&tion or pro&eedin arisin out of or to enfor&e any provisionof this A reement! 0ith the e6&eption of a fee arbitration or mediation under Business andProfessions Code Se&tions 2 - 2 ! 0i,, be a0arded reasonab,e attorneys< fees and &ostsin&urred in that a&tion or pro&eedin ! or in the enfor&ement of any 8ud ment or a0ard rendered.

8. OTHER !A"OR CLAUSE INSURANCE

C,ient has informed Attorney that C,ient may have insuran&e &overa e 0hi&h may pay for some or a,, of Attorney<s fees 0hi&h may be&ome due under this A reement. Attorney0i,, ma?e a &,aim 0ith the insurer for &ompensation. 3t is understood! ho0ever! that if theinsuran&e provider refuses or fai,s to pay Attorney for any reason! C,ient sha,, remain responsib,efor payin a,, Attorney<s statements as they are rendered upon the bi,,in and payment terms setforth in this A reement. Shou,d the insuran&e provider pay on,y a portion of the fees and &osts!C,ient sha,, be responsib,e for the ba,an&e.

9. OTHER !A"OR CLAUSE !ERSONAL

C,ient has informed Attorney that C,ient has arran ed for Iemp,oyerLre,ative-name andre,ationship to be responsib,e for some or a,, of Attorney<s fees 0hi&h may be&ome due underthis A reement. 3t is understood that shou,d Iname fai, for any reason to pay Attorney<sstatements as they be&ome due! C,ient sha,, remain responsib,e for payin a,, Attorney<sstatements as they are rendered upon the bi,,in and payment terms set forth in this A reement.

3t is understood that the attorneyL&,ient re,ationship 0i,, on,y e6ist bet0een Attorney andC,ient! and that Iemp,oyerLre,ative name 0i,, have no ri ht to information re ardin therepresentation of C,ient by Attorney! and have no ri ht to &ontro, or dire&t the Attorney in

providin the servi&es under this A reement! un,ess spe&ifi&a,,y approved by C,ient.

I'ote> Provide si nature ,ine for emp,oyerLre,ative in A reement.

<. FI,ED FEE CLAUSE

C,ient a rees to pay a fi6ed fee of =HHHHHHHHHHH for Attorney<s servi&es under thisA reement. /he fi6ed fee is due by HHHHHHHHHHHHHHH. Attorney sha,, have no ob,i ation to

provide servi&es to C,ient unti, the fi6ed fee is paid in fu,,. @n,ess Attorney 0ithdra0s before the&omp,etion of the servi&es or other0ise fai,s to perform servi&es &ontemp,ated under this

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sample fee agreement forms

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