An example of a guideline used to help manage the relationship between a client and law firm when receiving general business legal services

OUTSIDE LEGAL COUNSEL GUIDELINES

The following are the general litigation guidelines that will govern the terms of the legal services provided on behalf of XYZ, Inc.

I. GENERAL PRINCIPLES

 XYZ’s (“Company”) Outside Legal Counsel Guidelines are designed to clarify the terms of representation, describe Company's expectations, increase outside counsel efficiency and reduce legal costs.

1. Attorney Assignment.  Firm shall not assign any attorney to work on a legal project unless Company has approved the attorney in advance.  Firm must provide to Company the name, profile/resume and hourly rate of each attorney or paralegal working on any matter in advance. 

2. Expectations.   Company will measure the success of its relationship with the Firm based on the quality, responsiveness, efficiency, and value of the legal services provided by the Firm.  Company places an emphasis on ability of the Firm to utilize advance communications technology and creative approaches to maximize the quality and minimize the cost of the Firms’ legal services. 
 
3. Document Copies.  Firm shall forward copies of all relevant documents to Company in a timely manner.
 
4. Informed.  Firm shall keep the Company’s management informed of the important actions, events, and status of all matters handled by Firm.  Firm shall report to and accept direction from Company.
 
 
II. INVOICE PROCEDURES

Firm agrees to conform to the following guidelines when submitting invoices to Company for payment or reimbursement for professional legal services and expenses.

1. Invoice Date.  Firm shall submit all invoices within 30 days of rendering the invoiced services or incurring expenses.   Firm should submit invoices by the last day of the month immediately following the month in which services were rendered or expenses incurred (the “Servicing Month”).  Please never allow time to accumulate outside of 30 days following the close of the Servicing Month.

2. Invoice Distribution.  Submit one copy of the invoice by fax or mail to Company.   

3. Invoice Caption. Each invoice should contain an invoice number. Any re-invoicing should refer to the original invoice number.  Each invoice caption must contain the following information:
• Matter description
• Company billing/matter number
• Law firm name
• Law firm invoice number
• Law firm’s federal employee tax identification number
• Law firm address
• Invoice date

4. Invoice Detail.  Each invoice must cover only one case and must provide a detailed description of services rendered for each day services were rendered.  The detail must identify the attorney or staff member providing the services, the amount billed, the hours worked (by tenths of an hour), the date of services, and a detailed description of the services rendered. The following is an example of this format:

Date         Attorney     Hours      Description
00/00/00    RST          1.3          Draft agreement, research shareholder issue

5. Attorney Information.  Invoice must contain hourly rates and title (partner, associate, or paralegal) for each person appearing on invoice. 

6. Expenses.  All expenses incurred by Firm must appear separately from the legal fees on the invoice.  Firm must submit support documentation for each expense item over $50, except as otherwise set out below.

7. Summaries.  Each invoice must contain fee and cost summaries for total fees and disbursements a) year to date and b) from inception of the case to date.

8. Overtime.  Overtime charges for staff or attorney fees or Firm costs are not subject to reimbursement unless Company grants approval prior to the performance of services. 

9. Travel.  All reimbursable air and overnight travel must be approved in advance.  All air travel is by coach or economy class.  Permitted hotels include only standard business class hotels.  All car rentals are limited to economy or mid size.  In accordance with IRS rules, attorneys must document all travel expenses with original receipts, including original airline ticket stub. 

10. Audits.  Firm agrees to allow Company to conduct random compliance audits during and up to six months following representation.

11. Photocopies.  All invoices must identify the number of pages copied and the charge per page for all copying cost reimbursements.  Copy charges are limited to $.20 per page.  An original should accompany any invoice where Firm uses outside copy services. 

12. Postage.  Total postage or over night mail services in excess of $25 must have itemization. Firm should use overnight mail only on necessary items.  Firm should use overnight couriers only when necessary, or requested by Company. 

13. Budget.  Firm must assist Company with creating a project budget for each matter.  Firm must conduct and direct the representation of Company within the established budget unless agreed to in writing in advance by Company.
 
14. Legal Fees.  Firm shall expend only the time reasonably necessary to professionally defend and advocate the legal interests of Company in the matter at issue.  Unnecessary and unapproved time is not subject to reimbursement.

15. Facsimiles.  Company is not responsible for page fees for facsimiles. Company will only pay for long distance charges associated with sending a fax.

16. Telephone.  Company is not responsible for telephone expenses in excess of the actual long distance charges from the telephone company.

17. Business Meals.  All meals in excess of $25 must have supporting receipts.  Company will not reimburse meal expenses when the attorney is not traveling outside of attorney’s home city.  Any receipt for more than one person must contain a notation on the receipt of those attending.

18. Computerized Legal Research.  All invoices must reflect a breakdown of the number of minutes of on-line time and the charge per minute for the computerized service. All on-line research in excess of $250 should be approved in advance.

19. Closing Cases.  Upon resolution of a matter, Firm should ensure that all costs (including experts, printing, copying, etc.) and a final Firm invoice for all final costs and fees are submitted to Company within 30 days of closure.  The Firm should designate the final invoice as the “Final Invoice”.

20. Overhead.   Company is not responsible for and will not reimburse Firm for its overhead charges including, but not limited to, internal computer services, internal transcription services, utilities, overtime, or general office supplies.

21. Payment. Company pays all invoices on a net 30-day basis from the invoice date.

22. Adjustments.  Company will return any invoices failing to comply with Company’s Outside Counsel Guidelines with a request to amend the invoice accordingly. 

23. Communications.  Firm should direct all communication concerning any billing, payment, or other issue to Company. 

24. Outside Personnel.   These guidelines shall apply to and cover any retained experts and other contract personnel working on behalf of the Firm.