Terms of Service

Our aim is to provide the highest quality service to our clients and to that end it is important that our clients and their advisers are aware of the basis on which our services are provided and the terms on which they are carried out.

If at any time you have any doubt as to any aspect of the service or the basis on which it is being carried out, please immediately raise the matter with us.

The following terms and conditions are incorporated into our Terms of Engagement for Legal Services and into any engagement letters we execute with our clients.

Fees and Expenses

Our fees are generally calculated by reference to time spent dealing with the matters assigned to us, except where the transaction is governed by a statutory fee scale, or a contingent or additional fee arrangement described in our Terms of Engagement for Legal Services Agreement (“Agreement”) or any amendment thereto. This includes time spent at research, analysis, conferences, telephone conferences, considering documentation, drafting correspondence and documents, traveling and waiting time. The level of the charge will reflect the level of the personnel involved, the complexity of the matter, the level of responsibility and the degree of urgency.

Estimates

Any estimate as to the total of our fees is given only as guide on the basis of the information then known to us and may not be regarded as a firm quotation unless otherwise agreed. We will endeavor to revise an estimate given if it becomes clear that the level of the charge is likely to vary substantially from what we previously estimated.

Billing Frequency

Invoices will be sent on a semi-monthly basis for time and costs incurred during the half-month. We will also ask for payments on account of anticipated fees in the form of a retainer.

Expenses

Disbursements such as photocopying, long distance telephone and fax charges, couriers, traveling, parking, filing fees, notary charges, title searches, computerized research, a share of office expenses appropriate to the hours of service provided to Client during each semi-monthly period, all costs of engaging other advisers and all out-of-pocket expenses incurred on your behalf are payable by you. We may ask for a retainer on account of these expenses before they are incurred.

Terms of Payment / Carrying Charges on Unpaid Balance We will bill you on a semi-monthly or monthly basis, depending on the volume of work we are doing for you, and you agree to pay us immediately upon receipt of our bill. By entering into an Engagement Agreement with us, you agree to be responsible for our fees and charges. Balances due in excess of amounts held in trust will be due and payable upon presentation of invoices. If you have any questions about a billing statement, please call them to our attention promptly, but in any event no later than fifteen (15) days after you receive the statement. If we do not receive payment by the end of the month in which we issue our statement, you agree to pay a carrying charge of 1.5% per month on the unpaid balance of the statement from the invoice’s date and we shall be under no obligation to carry out any further work for you on any matter until the outstanding amounts have been paid. Available Funds

Funds received by us on account or as a retainer shall be held in trust pending performance of services and issuance of invoices. We reserve the right to deduct our charges and expenses from those funds and we will not be required to obtain your prior approval to do so. However, such funds may only be used: (i) to satisfy statements we submit for services performed and costs incurred in connection with our assignment; and (ii) to pay third parties for expenses and/or costs incurred on your behalf.

Website

Our Website includes all Web pages under the site’s domain URL.

Use of Website Constitutes Acceptance

These General Terms of Service will constitute a binding and enforceable agreement between you (individually and in your individual capacity as an employee, officer, agent, partner, etc. of each organization you represent in connection with any use of our Website) and our Firm. By using the Firm Website, you acknowledge and agree that you have fully read and agree to be bound by the provisions of this Agreement, exactly as if it were printed on paper and signed by you. If you do not agree to be bound by this Agreement in its entirety, then you must immediately stop using the Firm Web site.

Business or Employment Use of Website

Where you use the Firm Web site in the course of your employment or business, you enter into this Agreement both on your own behalf and in your individual capacity as an employee, officer, agent, partner, etc. of such organization which you represent, and references in this Agreement to "you" shall mean both you as the individual user of the Firm Web site and you in your capacity as a representative of your organization.

Changes to These Terms of Service and Our Agreement

The Firm may remove, amend or replace any provision of this Agreement at any time, but, if it does so, the Firm will post such changes on the Firm Website at the URL terms-of-service.html.

Disclaimer

You agree to all terms of the Firm’s Disclaimer posted on our Website.

Privacy Policy

Data and certain other information about you is subject to our Privacy Policy. You agree that you have read and understand the Privacy Policy.

Intellectual Property

All of the Intellectual Property, including, without limitation, all of our work product and all content, text, graphics, video and sounds on the Firm Website, and all computer code associated therewith, are the valuable proprietary property of the Firm, its licensors and contributors, and are subject to copyright, trademark and other intellectual property protection. You acknowledge and agree that the Firm has expended substantial time and effort to create such work product and the Firm Website, and the Content and Services provided through the Firm Website, and that the Firm exclusively owns or has been licensed by third parties to use and sublicense all rights, title and interest therein and all associated information, data, databases, images and other material.

Assignment

Your rights and obligations under this Agreement and our Engagement Agreement are personal to you and may not be assigned to any other party.

Force Majeure

The Firm will not, nor will any entity that is part of the Firm, be deemed to be in breach of this these terms of service or our engagement agreement for any failure or delay in performance caused by reasons beyond its reasonable control, including any natural calamity, pandemic, act of God or a public enemy, act of any military, civil or regulatory authority, change in any law or regulation, disruption or outage of communications, power or other, failure to perform by any supplier or other third party, or any other cause beyond the reasonable control of the Firm (or any entity that is part of the Firm).

Termination

Either party may terminate our services at any time upon written notice. Our representation as to each matter covered by this Agreement will end at the earliest of (a) your termination of our representation, (b) our withdrawal, or (c) the substantial completion of our substantive work. If our services are terminated for any reason, such termination shall be effective only to terminate our services prospectively and all the other terms of this Agreement shall survive any such termination, including your obligation to pay for all of our fees for legal services rendered and for expenses incurred by us prior to termination.

We reserve the right to withdraw from representation of you if any of the following occur: (i) you do not make a payment required by this Agreement in a timely manner or fail to provide requested retainers; (ii) you misrepresent or fail to disclose material information or facts to our attorney; (iii) you fail to follow legal advice given by our attorney; or (iv) you fail to respond to our requests and/or correspondence. Upon the happening of any such event and receipt from us of a request to do so, you agree to and shall execute a substitution or withdrawal of attorneys, releasing our firm from its representation of you. If our firm is required to apply to the court for an order allowing us to withdraw, you agree to pay for the time and effort necessary to obtain the order.

Duties Upon End of Active involvement

Upon cessation of our active involvement in a particular matter, we will have no further duty to inform you of future developments or changes in law. Further, unless you and we mutually agree in writing to the contrary, we will have no obligation to monitor renewal or notice dates or similar deadlines on your behalf.

Records and Files Retention

All records and files will be retained and disposed of in compliance with our policy in effect from time to time. Subject to future changes, it is our current policy not to retain records relative to a matter for more than four years from the date the matter is opened. Upon your prior written request, we will return records to you prior to their destruction. It is not administratively feasible for us to advise you of the closing of a matter or the disposal of records. We recommend, therefore, that you maintain your own files for reference or make written request for your files at the conclusion of a matter.

No Guarantee of Success Both you and our firm agree to use our best efforts to further the purposes of this Agreement. You understand and agree that: (i) the fees to be charged for our services are payable in full, whether or not our firm is successful in its efforts on your behalf: and (ii) it is impossible to provide any promise or guarantee about the outcome of your matters. Nothing in our Engagement Agreement or any statement made by our staff or attorneys constitute a promise or guarantee. Any comments about the outcome of your matters are expressions of opinion only. Our firm’s best efforts are conditioned upon your providing to our firm timely and accurate information and relevant background documents and upon your following our firm’s written and/or verbal instructions concerning the conduct of these matters. Abortive Work and Termination of Instructions

If work which we have undertaken for you does not proceed to a conclusion or if you withdraw your instructions, we will charge for all work done up to the point the matter becomes abortive together with disbursements paid on your behalf. In such circumstances, we will also charge for work done and all costs and disbursements associated with the orderly termination or the transfer of such work to another professional adviser.

Client Relationship

On acceptance of instructions in relation to a particular matter, you will become a client of the firm and remain so throughout the duration of these instructions. We provide a wide range of services for a large number of clients and may be in a position where we are providing services to other clients, which you might regard as giving rise to a conflict of interest. Where we become or are made aware of such circumstances, and where we believe your interests can be properly safeguarded, we will discuss and agree with you procedures we will put in place to preserve confidentiality and ensure the advice and opinions, which you receive from us are independent. Where we believe the conflict cannot be resolved or adequately addressed, we reserve the right to withdraw from our engagement with you.

Unless you have specifically retained our firm to act for you in all matters, we are not precluded in any other circumstances from acting for another party in any transaction or litigation with which you may be associated.

Unless otherwise specifically agreed in writing, we maintain the right to decide on the course to be adopted in handling of any matter and the appropriate personnel to undertake the work.

Authority

Where we are instructed by joint parties, a company or an association, we will be entitled to rely on the specific instructions of any one of such joint parties or any officer of the company or association unless notified in writing to the contrary.

Information

All information regarding your business and affairs will be regarded as and kept confidential by us, at all times save for the purpose of instructing and dealing with other advisers acting on your behalf, or if it is already in the public domain, or you instruct us to disclose information, specifically or by implication, to a third party. In certain circumstances, however, we may be obliged to give evidence and produce such information to courts or authorities in connection with your affairs.

We shall not be obliged to disclose to you any confidential or other information obtained by us at any time whilst acting in any capacity other than in the course of acting on your behalf.

Except as otherwise provided by California law, all information and data held by us belongs to us and we have the right to retain ownership and keep copies of information and data you supply to us or we obtain on your behalf. We may store completed files for a period of four years after which time we reserve the right to destroy them without further notification.

Communication

We will not incur any liability for any loss arising by reason of a failure of a communication to us or from us however transmitted or dispatched to reach its intended destination, or for any interference or interception made of any communication in transit, or if transmitted by unauthorized persons whether or not resulting from an act or omission on our part.

We shall not incur any liability for and will not be responsible for any non-receipt of or any errors or ambiguity in or any lack of authority on the part of the person giving or making instructions.

If we instruct any adviser to act on your behalf we will exercise due care in selecting the advisers. We will not be responsible for any act or omission on the part of such adviser, by itself, its servants, agents or by others engaged by that adviser to act on your behalf.

Safe Custody

We will keep all such deeds or documents which we consider appropriate, or where we are requested to do so, in our files. We accept no responsibility for any deeds or documents held by us that are damaged or lost as a result of theft, fire, earthquake or water damage, in the absence of gross negligence on our part.

Third Parties

No responsibility is accepted by us in respect of any act or omission of any third party placing reliance on the performance of our services for you or on the advice given by us to you.

All information and advice of whatever nature given by us to you is for your sole use and shall not be disclosed or made available to third parties without our prior consent. We retain a copyright in any correspondence or documents we may prepare for your use. Transmission, publication, display or other reproduction of any part of such correspondence or documents without our prior consent is strictly prohibited. We reserve the right to withhold consent to such publication or reproduction in our sole discretion.

Client Funds

Client funds are maintained at all time in our client trust account. No interest will be paid on such funds under any circumstances.

You guarantee that all funds transferred to us have been lawfully acquired and not derived from or otherwise connected with any unlawful activity. We must be satisfied as to the source of all funds at the time of receipt. If we have any doubts as to the source of such funds we may be bound by law to notify the authorities.

You will not request us to take any action whatsoever in relation to the funds transferred to us so as to contravene any law or regulation in force from time to time in the State of California or the United States of America or in any other place whatsoever and we reserve the right not to comply with a request which in our view could result in such contravention.

“Know Your Client” Procedures

In any case in which we are or may be subject to “know your client” procedures and related legal requirements, we will collect information from you sufficient, in our opinion, to satisfy any such obligations. We may also collect such information from you, at our discretion, to satisfy questions we have about your identity and the source of funds from which we are being paid. If you decline or fail to provide such information to us when asked, we may immediately discontinue providing services to you until we have received all requested information.

Transfer and Transmission of Funds

All transfers and transmissions of client funds are made at the client’s risk and we shall not be liable for any loss, damage or delays however caused which are not directly caused by gross negligence on our part.

Acceptance

These terms and conditions will apply in respect of all services actually provided by us, whether or not there shall be in existence any written or other express acceptance on your part. We reserve the right from time to time to vary these terms and conditions.

Applicable Law and Construction

These general terms of service and our Terms of Engagement for Legal Services or acceptance of instructions shall be governed and construed in accordance with the laws of the State of California and the United States of America.

Jurisdiction and Venue

You hereby agree to submit to the exclusive jurisdiction of the California courts sitting in Riverside County in connection therewith and further waive the right to object to an action brought in the California courts on the basis of an action brought in an inconvenient forum or lack of personal jurisdiction.

Waiver

The Firm will not, nor will any entity that is part of the Firm, be deemed to have waived any breach by you of our agreement, except by a written waiver expressly so stating, and such waiver will not be construed as a waiver of subsequent or continued breaches.

Severability

If any provision of our Agreement is held to be invalid or unenforceable, such invalidity or unenforceability will be limited to the maximum extent permissible, and the other provisions of our agreement will remain in full force and effect.

Complete Understanding

These general terms and conditions, taken together with those contained in any written engagement letter between us, constitute the final and complete agreement between us regarding the subject matter of our agreement, and supersede any prior or contemporaneous communications, representations or agreements between us relating to the subject matter of our engagement.

Conflict With Terms of Engagement Letter

In the event of any conflict between the provisions of these General Terms of Service and the Terms of Engagement for Legal Services they accompany, the provisions of said Terms of Engagement for Legal Services shall be controlling.

The Law Offices of Brent Lance, a Professional Corporation, dba Lance Cross-Border Law and Tax

73255 El Paseo #14
Palm Desert, California 92260
United States of America
Tel: (760) 578-5093
Fax: (760) 406-6001