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Contract analysis / engagement-letter-crestline.docx
engagement-letter-crestline.docx
1006-00004 · 12 clauses
High · 0 Medium · 8 Standard · 0
1. Purpose and Confirmation of Engagement
1. Purpose and Confirmation of Engagement Calderwood & Harkness LLP ("the Firm," "C&H," or "we") is pleased to confirm its engagement by Crestline Packaging Solutions LLC ("Crestline," "CPS," or "you") as outside counsel in connection with the recovery and protection of CPS's proprietary high-performance barrier coating formulation designated CPS-BC-1147 (the "Formulation"), which has been misappropriated by Harlow C
2. Scope of Representation Medium
⚑ Liability cap to check against exposure
2. Scope of Representation C&H is retained to represent CPS in all matters arising out of or related to the misappropriation of the CPS-BC-1147 Formulation by Harlow, and in all litigation and related proceedings against the parties identified below, including but not limited to the following: (a) Prosecution of claims for misappropriation of trade secrets under the federal Defend Trade Secrets Act of 2016, 18 U.S.C.
3. Engagement Team
3. Engagement Team The following attorneys will be principally responsible for the day-to-day conduct of this matter: Catherine Bloom — Responsible Partner, intellectual Property Group. Ms. Bloom will serve as the relationship partner for this engagement and will have overall supervisory responsibility for the matter, including oversight of case strategy, key filings, and significant client communications. Ms. Bloom
4. Fees and Billing Arrangements Medium
⚑ Notice / time limit to track
4. Fees and Billing Arrangements 4.1 Hourly Rates All legal services rendered in connection with this engagement will be billed on an hourly basis. The current hourly rates for the attorneys assigned to this matter are as follows: Paralegal time, if applicable, will be billed at rates ranging from $225.00 to $325.00 per hour, depending on the experience level of the paralegal assigned. Time is recorded and billed in
5. Client Responsibilities Medium
⚑ Liability cap to check against exposure
5. Client Responsibilities CPS agrees to cooperate fully with the Firm in all aspects of this representation. Effective legal representation requires ongoing communication and collaboration between counsel and client, and the success of this engagement will depend in significant part on CPS's timely and complete cooperation. Without limiting the generality of the foregoing, CPS specifically agrees to the following: (
6. Conflicts of Interest
6. Conflicts of Interest The Firm has conducted a thorough conflicts check in accordance with its internal procedures and the Ohio Rules of Professional Conduct. Based on that review, the Firm is not aware of any conflict of interest that would preclude this engagement or impair the Firm's ability to represent CPS vigorously and effectively in connection with this matter. Specifically, the Firm does not currently rep
7. Confidentiality and Privilege Medium
⚑ Liability cap to check against exposure
7. Confidentiality and Privilege All communications between the Firm and CPS in connection with this engagement, including oral and written communications, documents, memoranda, analyses, and work product prepared by the Firm, are subject to the protections of the attorney-client privilege and/or the work-product doctrine, to the fullest extent recognized under applicable law. Neither party shall waive or take any ac
8. Termination of Engagement Medium
⚑ Liability cap to check against exposure
8. Termination of Engagement Either CPS or the Firm may terminate this engagement at any time upon written notice to the other party. The Firm's right to withdraw from the engagement is subject to the Firm's ethical obligations under the Ohio Rules of Professional Conduct, including Rule 1.16, and any applicable court rules governing withdrawal of counsel from pending litigation. In the event the Firm seeks to withdr
9. Limitations on Liability; No Guarantee of Outcome Medium
⚑ Liability cap to check against exposure
9. Limitations on Liability; No Guarantee of Outcome CPS acknowledges and understands that, while Calderwood & Harkness LLP will apply its best professional efforts and judgment to the pursuit of CPS's claims, no attorney can guarantee a specific outcome, result, or recovery amount in any legal matter. The litigation process involves inherent risks, uncertainties, and contingencies that are beyond the control of any
10. Governing Law and Dispute Resolution Medium
⚑ Forum / governing law
10. Governing Law and Dispute Resolution This engagement letter shall be governed by and construed in accordance with the laws of the State of Ohio, without regard to its conflict-of-laws principles. In the event of any dispute arising out of or relating to this engagement letter, the services provided hereunder, or the Firm's fees and charges, the parties agree to first attempt in good faith to resolve the dispute t
11. Entire Agreement; Amendments
11. Entire Agreement; Amendments This engagement letter constitutes the entire agreement between Calderwood & Harkness LLP and Crestline Packaging Solutions LLC with respect to the subject matter hereof and supersedes all prior and contemporaneous negotiations, representations, understandings, and agreements, whether written or oral, between the parties relating to this engagement. No course of dealing, usage of trad
12. Acceptance Medium
⚑ Confidentiality undertaking
12. Acceptance If the foregoing terms are acceptable to Crestline Packaging Solutions LLC, please indicate your agreement by countersigning this letter in the space provided below and returning a fully executed copy to my attention at the address set forth above or by email to cbloom@calderwoodharkness.com. Upon receipt of a countersigned copy, this letter shall constitute a binding agreement between the parties. We