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Contract analysis / whitfield-engagement-letter.docx
whitfield-engagement-letter.docx
1016-00004 · 11 clauses
High · 1 Medium · 4 Standard · 2
1. Purpose of Engagement
1. Purpose of Engagement Calderwood & Harkness LLP, on behalf of its clients Dunmore Energy Holdings Ltd. ("DEH") and Dunmore Power Trading LLC ("DPT," and together with DEH, the "Clients"), hereby retains Whitfield Economic Advisors LLC to provide expert economic analysis, consulting services, and testimony support in connection with a non-public investigation by the Federal Energy Regulatory Commission ("FERC"), Of
2. Background of the Matter Standard
⚑ Commercial term
2. Background of the Matter To provide context for the scope of WEA's engagement, we set forth below a summary of the matter and the principal parties involved. This summary is provided for informational purposes and does not constitute, nor should it be construed as, C&H's legal analysis or assessment of the merits of the investigation. Additional factual background and documentation will be furnished to WEA as the
3. Scope of Expert Services Medium
⚑ Liability cap to check against exposure
3. Scope of Expert Services WEA shall provide expert economic analysis, opinions, and testimony support in the areas described below. The scope of services may be expanded or refined by mutual agreement as the engagement progresses and as additional facts and materials become available. All services shall be performed in accordance with generally accepted principles of economic analysis and consistent with WEA's inde
4. Key Client Personnel and Data Access Medium
⚑ Liability cap to check against exposure
4. Key Client Personnel and Data Access In connection with WEA's analysis, WEA may need to interact with certain personnel of DEH and DPT to obtain relevant factual information, trading data, and operational context. All such contacts shall be coordinated through and conducted in the presence of C&H counsel to preserve the attorney-client privilege and work product protections applicable to this engagement. The follo
5. Compensation and Billing Standard
⚑ Commercial term
5. Compensation and Billing 5.1 Professional Fees. WEA's professional fees for the services described in this Engagement Letter shall be billed on an hourly basis at the rate of Four Hundred Seventy-Five Dollars ($475.00) per hour for the services of Dr. Leonard Whitfield. This rate reflects Dr. Whitfield's qualifications, experience, and expertise in the fields of energy economics, wholesale electricity market desig
6. Privilege and Confidentiality Medium
⚑ Liability cap to check against exposure
6. Privilege and Confidentiality 6.1 Privilege Protections. WEA is retained as a consulting expert through C&H as litigation counsel, and the parties intend that all WEA Work Product — including, without limitation, analyses, draft and final reports, data compilations, models, spreadsheets, memoranda, notes, and oral and written communications between WEA and C&H — shall be protected under the attorney work product d
7. Conflicts of Interest
7. Conflicts of Interest WEA represents and warrants that it has conducted a thorough conflicts check prior to entering into this engagement and has determined that it has no current engagement, client relationship, financial interest, or other relationship that would create a conflict of interest with respect to the services to be provided under this Engagement Letter. Without limiting the generality of the foregoin
8. Independent Expert Status
8. Independent Expert Status WEA is retained as an independent expert consultant, and nothing in this Engagement Letter shall be construed to create an employment, partnership, joint venture, or agency relationship between WEA and C&H, or between WEA and DEH, DPT, or any of their respective affiliates, officers, directors, employees, or agents. WEA is not an employee of C&H or of any Client entity, and WEA shall be s
9. Termination Medium
⚑ Liability cap to check against exposure
9. Termination Either party may terminate this engagement upon thirty (30) days' prior written notice to the other party. C&H may also terminate this engagement immediately upon written notice in the event of a material breach by WEA of any provision of this Engagement Letter, including but not limited to the confidentiality, privilege, or conflicts of interest provisions set forth herein. In the event of termination
10. Governing Law High
⚑ Non-compete / exclusivity restraint
10. Governing Law This Engagement Letter shall be governed by, and construed in accordance with, the laws of the State of Texas, without giving effect to any choice-of-law or conflict-of-law provisions. Any dispute arising out of or relating to this Engagement Letter shall be resolved exclusively in the state or federal courts located in Harris County, Texas, and the parties hereby consent to the personal jurisdictio
11. Acceptance and Counterparts
11. Acceptance and Counterparts If the terms and conditions set forth in this Engagement Letter are acceptable to you, please sign and return a copy of this letter to the undersigned at your earliest convenience to confirm your acceptance of the engagement. A scanned copy transmitted by email shall be sufficient for purposes of confirming acceptance, although we request that you also return an original executed copy