By booking a service or proceeding with payment, you confirm that you have read and agree to the terms below. The Firm handles client information confidentially in accordance with applicable professional obligations. If you have questions before booking, contact the Firm at [email protected].
Table of Contents
- 1.Parties
- 2.Scope of Services
- 3.Service Definitions
- 4.Fees & Payment Terms
- 5.Payment and Scheduling
- 6.Scope Limitations
- 7.No Reliance Beyond Scope
- 8.Client Responsibilities
- 9.Communication & Turnaround
- 10.No Guarantee of Outcome
- 11.Limitation of Liability
- 12.Termination
- 13.No Ongoing Representation
- 14.Attorneys’ Fees
- 15.Fee Obligations and Collection
- 16.Retainer and Billing
- 17.Evergreen Retainer
- 18.Billing and Payment Terms
- 19.Nonpayment and Suspension
- 20.Application of Retainer
- 21.Right to Withdraw
- 22.Scope of Representation
- 23.No Guarantee
- 24.Client Responsibilities
- 25.Litigation Representation (Additional Terms)
- 26.Confidentiality
- 27.Third-Party Services
- 28.Miscellaneous
- 29.Contact
1.Parties
This Engagement Agreement is between the client (“Client”) and the Law Office of Carl G. Hawkins, PLLC, Carl G. Hawkins, Attorney at Law (“the Firm”). It governs the limited-scope legal services described below and applies to all services booked with the Firm.
2.Scope of Services
This is a limited-scope engagement. The Firm provides only the specific service purchased by the Client, as defined in Section 3 below. No other services are included unless confirmed in a separate written agreement signed by both parties.
The Deal Review service is limited to the review and analysis of a specific agreement. This includes identifying key terms, potential risks, and providing general recommendations based on the agreement. This service does not include negotiation, drafting, revisions, deal structuring, or ongoing advisory work. The Firm does not communicate with third parties or make changes to the agreement as part of this service. Any services beyond this scope require a separate engagement.
A Consultation is limited to the scheduled session and includes discussion and general guidance based on the information provided. It does not include ongoing representation, negotiation, drafting, or additional work unless separately engaged.
Completion of one service does not create an obligation to provide any other service, and does not extend the attorney-client relationship beyond the specific matter engaged. No implied expansion of scope will be recognized. If the Client requests work outside the defined scope, the Firm will confirm the additional scope and fee in writing before proceeding — or decline if the request falls outside the Firm’s practice areas.
3.Service Definitions
The following definitions govern each service available through the Firm. The Client’s booking determines which service applies.
4.Fees & Payment Terms
All fees are flat-fee unless otherwise specified in a separate written agreement. There is no hourly billing unless the Client and the Firm expressly agree to it in writing for a specific matter.
Flat fees are earned upon receipt and are non-refundable once work has begun, unless otherwise required by applicable professional rules. No work beyond the defined scope will be performed without prior written agreement on the additional fee.
Fees do not include government filing fees, court costs, USPTO fees, or third-party costs unless specifically stated. The Client is responsible for all such costs.
Deal Structuring Consultation fees ($350) are applied as a credit toward Deal Structuring services if the Client proceeds within 14 days of the consultation. After this period, the consultation fee is not transferable. Standard Consultation fees ($195) are not credited toward any other service and are treated as a standalone fixed fee.
Payment secures the selected service and reserves the Firm’s time. For Deal Review services, the Firm is not obligated to begin review until the Client provides the agreement or required materials. If required materials are not provided, the Firm may close the matter. Refunds are not guaranteed and are issued, if at all, at the Firm’s discretion. Consultation sessions do not require document submission in advance.
5.Payment and Scheduling
Payment is required prior to the commencement of any substantive legal work. Work will not begin until payment has been received and, where applicable, funds have cleared.
For payments made by bank transfer (ACH), processing times may vary and typically require several business days to complete. Scheduling of services and work will be confirmed only after payment has cleared.
The Firm reserves the right to delay or reschedule services if payment has not been received or cleared.
Scheduled appointments are subject to a 24-hour cancellation policy. Cancellations or rescheduling requests must be made at least 24 hours in advance. Late cancellations and missed appointments are non-refundable.
For Deal Review services, the Client is expected to provide the agreement or required materials within 5 business days of booking. If materials are not received within that period, the Firm may close the matter. Any refund in that circumstance is subject to the Firm’s discretion as described in Section 4.
6.Scope Limitations
Each service is strictly limited to the specific matter, agreement, or task identified at the start of the engagement. The Firm has no obligation to perform work outside the defined scope, and no expansion of scope will be implied from the nature of the work performed or from prior communications.
If a document is unusually long, involves multiple exhibits, or is more complex than a standard commercial agreement, the Client will be notified before work begins and given the option to proceed under the original scope or upgrade to a broader engagement.
Any work outside the defined scope requires a new written agreement or written confirmation of an additional fee before the Firm proceeds. Requests for additional work do not automatically extend the current engagement.
Any services beyond the scope of a Deal Review or consultation, including negotiation, drafting, structuring, or ongoing advisory work, require a separate engagement agreement.
7.No Reliance Beyond Scope
The Client may rely only on advice and analysis provided within the specific service performed. Advice provided in connection with one agreement or matter does not extend to other agreements, related transactions, future actions, or matters not expressly covered by the engagement.
The Firm’s analysis reflects the document or matter as presented at the time of the engagement. The Firm has no obligation to update its analysis based on subsequent events, changes in law, or new information unless a new engagement is confirmed in writing.
8.Client Responsibilities
The Client is responsible for providing accurate, complete, and timely information relevant to the engagement. The Firm’s work is based solely on the information and documents the Client provides. The Firm is not responsible for errors, omissions, or adverse outcomes resulting from incomplete, inaccurate, or undisclosed information.
The Client is responsible for all final decisions regarding the matter. The Firm provides legal analysis and recommendations — the Client determines whether and how to act on that guidance, including whether to sign, negotiate, or walk away from any agreement. The Firm does not make decisions on the Client’s behalf.
9.Communication & Turnaround
Deal Review turnaround is typically completed within 5 business days after the agreement is received. If the agreement is not received in advance of a scheduled meeting, the Firm may need to reschedule the meeting to allow sufficient time for review. An expedited 48-hour option is available for an additional $250, subject to availability.
All substantive communication will be conducted by Carl G. Hawkins directly. There are no handoffs to associates or paralegals.
10.No Guarantee of Outcome
Legal services involve judgment, uncertainty, and factors outside the Firm’s control. No results are guaranteed. The Firm makes no representation that any agreement will be finalized, that any registration will be approved, or that any particular outcome will be achieved. Past results do not guarantee future outcomes.
The Firm’s analysis and recommendations reflect its professional judgment based on the information provided. The Client acknowledges that legal outcomes depend on many variables — including the conduct of other parties, regulatory decisions, and market conditions — that are beyond the Firm’s control.
11.Limitation of Liability
To the fullest extent permitted by applicable law and professional rules, the Firm’s liability to the Client arising from or related to any single engagement — whether in contract, tort, or otherwise — is limited, on a per-engagement and per-claim basis, to the greater of: (a) the total fees paid by the Client for the specific service giving rise to the claim, or (b) $5,000. This cap applies separately to each engagement and each claim; it is not an aggregate limit across multiple matters or services.
The Firm is not liable for indirect, consequential, incidental, or punitive damages of any kind, including lost profits, lost business opportunities, or damages arising from the Client’s reliance on advice beyond the defined scope of the engagement.
This limitation does not apply to claims arising from the Firm’s gross negligence, willful misconduct, or violations of applicable professional conduct rules.
12.Termination
Either party may terminate a flat-fee engagement before work begins. Once work has begun, flat fees are non-refundable. For monthly retainer arrangements, either party may terminate with reasonable written notice as defined in the applicable retainer agreement.
The Firm reserves the right to withdraw from an engagement if the Client provides false information, fails to cooperate, or requests work that would violate applicable professional rules.
13.No Ongoing Representation
Completion of a flat-fee service ends the attorney-client relationship for that matter. Upon delivery of the service, the Firm has no further obligation to the Client with respect to that matter.
Specifically, the Firm has no obligation to: monitor ongoing developments, deadlines, or regulatory changes; advise on future transactions or related matters; provide updates as circumstances change; or take any further action on the Client’s behalf. No ongoing representation exists unless the Client and the Firm enter a separate written retainer or engagement agreement.
Unless otherwise agreed in writing, representation is limited to the specific service described and does not create an ongoing attorney-client relationship.
14.Attorneys' Fees
In any dispute arising out of or relating to this Agreement, including the collection of fees, the Firm shall be entitled to recover its reasonable attorneys’ fees and costs from the Client.
15.Fee Obligations and Collection
Client agrees to timely pay all invoices in accordance with this Agreement. In the event of nonpayment, the Firm reserves the right to suspend work and pursue collection of unpaid fees. Client shall be responsible for all costs of collection, including reasonable attorneys’ fees and expenses.
16.Retainer and Billing
The Client agrees to pay an initial retainer prior to the Firm commencing work. The retainer will be deposited into the Firm’s trust account and billed against as services are performed.
The Firm will bill against the retainer at its standard hourly rate of $350 per hour. The Client will receive periodic invoices reflecting services rendered and amounts applied against the retainer. Hourly billing applies only to extended matters and work beyond the defined flat-fee services.
17.Evergreen Retainer
The Client agrees to maintain a minimum retainer balance at all times during the representation. If the retainer balance falls below the required minimum, the Client agrees to replenish the retainer within 7 days of notice.
Failure to timely replenish the retainer may result in suspension of work and may constitute grounds for withdrawal from representation.
18.Billing and Payment Terms
Invoices are due within 10 days of issuance. Any unpaid balance may accrue interest at a rate of 1.5% per month, or the maximum permitted by law, whichever is lower.
The Firm reserves the right to suspend work on the matter if invoices remain unpaid.
19.Nonpayment and Suspension
In the event of nonpayment, the Firm may suspend work on the matter until the account is brought current. The Client acknowledges that such suspension may impact deadlines, strategy, or outcomes.
20.Application of Retainer
The Client acknowledges that the retainer is an advance payment for legal services and will be applied to fees and costs as incurred. Any unused portion of the retainer will be returned to the Client at the conclusion of the representation, subject to any outstanding balances.
21.Right to Withdraw
The Firm reserves the right to withdraw from representation in accordance with applicable law and ethical rules, including but not limited to circumstances involving nonpayment, failure to cooperate, or other material breach of this Agreement.
22.Scope of Representation
The Firm’s representation is limited to the specific matter described in this Agreement. Any additional services, including appeals, related disputes, or separate proceedings, require a separate agreement unless otherwise agreed in writing.
23.No Guarantee
The Firm makes no representations or guarantees regarding the outcome of any matter. Legal matters inherently involve risk, and results cannot be assured.
24.Client Responsibilities
Client agrees to cooperate fully with the Firm, provide complete and accurate information, and respond promptly to requests. Failure to do so may materially affect the outcome of the matter and may constitute grounds for withdrawal.
Section 25
Litigation Representation (Additional Terms)
The following provisions apply specifically to matters involving dispute resolution, litigation, or breach of contract representation. They supplement — and do not replace — the general terms above.
A.Litigation Representation
The Client acknowledges that litigation involves strategic decision-making, procedural requirements, and inherent uncertainty.
The Firm will determine appropriate legal strategy, filings, and procedural actions in its professional judgment, consistent with applicable law and ethical obligations.
The Client retains ultimate authority over major decisions, including settlement, but agrees to cooperate with the Firm’s recommendations and strategic direction.
The Client understands that litigation involves strict deadlines and court rules. The Firm is not responsible for any adverse consequences resulting from the Client’s failure to provide timely information, documents, or instructions.
The Client further acknowledges that litigation may require court appearances, depositions, discovery obligations, and other time-sensitive actions, and agrees to cooperate fully in all aspects of the matter.
B.Settlement Authority
The Client retains the sole authority to accept or reject any settlement offer. The Firm will provide recommendations regarding settlement based on legal analysis and strategy, but does not have authority to settle any matter without the Client’s express consent.
C.Litigation Risks
The Client understands that litigation outcomes are inherently uncertain and may involve financial, legal, and strategic risks. The Firm makes no guarantees regarding the outcome of any matter.
D.Court Appearances and Participation
The Client agrees to attend hearings, depositions, and other proceedings as reasonably required, and to make themselves available for preparation and participation as needed.
E.Costs and Litigation Expenses
In addition to attorneys’ fees, the Client is responsible for all costs and expenses associated with the matter, including but not limited to filing fees, service of process, expert witness fees, deposition costs, transcript fees, travel expenses, and other litigation-related expenses. The Firm may require advance payment of certain costs.
26.Confidentiality
All information shared in connection with a legal engagement is treated as confidential and subject to attorney-client privilege to the extent permitted by law. The Firm will not disclose client information to third parties without consent, except as required by law or applicable professional rules.
27.Third-Party Services
From time to time, the Firm may recommend third-party service providers (including business, technology, or intellectual property platforms) for client convenience.
The Client is under no obligation to use any recommended provider. The Firm does not guarantee or control the services, performance, or outcomes of any third party.
The Firm may receive a referral benefit or other consideration from certain providers. These recommendations are made based on general use cases and not as specific legal advice. The Client is encouraged to independently evaluate any third-party service.
28.Miscellaneous
Governing Law. This Agreement is governed by the laws of the State of Florida.
Dispute Resolution. Any dispute arising from or related to this Agreement that cannot be resolved informally will be submitted to binding arbitration in Duval County, Florida, under the rules of the American Arbitration Association. Each party waives the right to a jury trial.
Entire Agreement. This Agreement, together with any written confirmation of scope and fee, represents the full understanding between the parties. No oral representations or prior agreements are incorporated unless confirmed in writing.
Severability. If any provision of this Agreement is found unenforceable, the remaining provisions continue in full force.
Amendment. The Firm may update this Agreement from time to time. The version in effect at the time of booking governs that engagement. Continued use of the Firm’s services after an update constitutes acceptance of the revised terms.
29.Contact
Questions about this Agreement or your engagement can be directed to:
By booking a service or proceeding with payment, you confirm that you have read and agree to the terms above. If you have questions before booking, contact the Firm at [email protected].