Law Firm Subcontractor Contract
Law Firm Subcontractor Contract
This Subcontractor Agreement ("Agreement") is entered into as of [Date], by and between [Your Company Name], a professional law corporation with its principal place of business at [Your Company Address] (hereinafter referred to as "the Law Firm"), and [Subcontractor Name], a limited liability company specializing in legal support services, with its principal office located at [Subcontractor Address] (hereinafter referred to as "the Subcontractor").
WHEREAS, the Law Firm desires to subcontract certain services to the Subcontractor, and the Subcontractor is willing and able to provide such services under the terms and conditions set forth in this Agreement;
WHEREAS, both parties wish to set forth the terms and conditions under which these services will be provided, including the obligations, standards, and compensation associated with the services;
NOW, THEREFORE, in consideration of the mutual agreements and covenants herein contained, the parties hereto agree to the provisions as outlined in this Agreement to govern the contractual relationship between the Law Firm and the Subcontractor.
I. Scope of Services
A. Legal Research Services: The Subcontractor will provide comprehensive legal research services pertaining to cases involving corporate law, intellectual property, and commercial litigation. This includes preparing case briefs, analyzing legal precedents, and compiling relevant statutory materials.
B. Document Preparation and Review: The Subcontractor is responsible for the drafting, reviewing, and editing of legal documents as requested by the Law Firm. This includes contracts, legal briefs, and other legal correspondence.
C. Client Communication Support: The Subcontractor will assist in preparing communication materials for clients, including informational briefs and case updates. The Subcontractor will not directly communicate with clients but will prepare drafts for the Law Firm's review and finalization.
D. Reporting Requirements: The Subcontractor shall provide weekly updates every Friday to the Law Firm outlining progress on all tasks and any issues encountered.
II. Compensation and Payment Terms
A. Fee Structure: The Subcontractor will be compensated at a rate of $100 per hour for legal research services and $150 per hour for document preparation and review.
B. Invoicing: The Subcontractor will submit monthly invoices detailing the hours worked and services provided. Each invoice must be accompanied by a detailed report of the services rendered and the time allocated to each task.
C. Payment Schedule: Payments will be made by the Law Firm within 30 days of receiving a valid invoice from the Subcontractor. Payments will be made via bank transfer to an account specified by the Subcontractor.
D. Expense Reimbursement: Any out-of-pocket expenses incurred by the Subcontractor directly related to the services provided under this Agreement must be pre-approved by the Law Firm. Reimbursable expenses include costs for specialized legal software or databases required for research. Expenses will be reimbursed within 30 days of submission of a detailed expense report with supporting receipts.
E. Late Payment: If payment is not made within the stipulated 30 days, the Subcontractor may charge a late fee of 1.5% per month on the outstanding balance.
III. Standards of Performance
A. Quality of Work: The Subcontractor is required to maintain the highest professional standards in all deliverables, ensuring accuracy, legal compliance, and adherence to the instructions provided by the Law Firm. All documents and research must meet or exceed the legal industry's quality standards.
B. Timeliness: The Subcontractor must adhere to the deadlines specified by the Law Firm for each task or project. Failure to meet deadlines must be communicated with at least 48 hours of advance notice, along with a revised deadline, subject to approval by the Law Firm.
C. Review and Corrections: Should any work product delivered by the Subcontractor be deemed insufficient or incorrect by the Law Firm, the Subcontractor is required to make necessary corrections at no additional charge, within five business days of notification.
IV. Confidentiality Agreement
A. Confidential Information: The Subcontractor agrees to keep all materials, client information, legal strategies, and any data provided by the Law Firm strictly confidential during and after the term of this Agreement.
B. Protection of Confidentiality: The Subcontractor must use the same degree of care to avoid disclosure of the Law Firm’s confidential information as they use with their own confidential information but in no case less than reasonable care.
C. Duration of Confidentiality: The obligation of confidentiality shall continue indefinitely, even after the termination or expiration of this Agreement, unless the information becomes public through no fault of the Subcontractor.
V. Intellectual Property
A. Ownership of Work Product: All documents, research, and materials developed by the Subcontractor specifically for the Law Firm under this Agreement will be the sole and exclusive property of the Law Firm upon payment for such services.
B. Use of Materials: The Subcontractor is granted a limited, non-exclusive license to use the Law Firm’s proprietary materials, tools, or intellectual property solely for the purpose of performing the services under this Agreement.
C. Third-Party Intellectual Property: If any third-party intellectual property is required for the completion of the services, the Subcontractor is responsible for obtaining the necessary licenses and permissions. The Subcontractor must ensure that no intellectual property infringement occurs in their deliverables.
VI. Relationship of Parties
A. Independent Contractor Status: The Subcontractor is engaged as an independent contractor. Nothing in this Agreement shall be construed to create a partnership, joint venture, or employer-employee relationship between the Subcontractor and the Law Firm. The Subcontractor shall not be considered an agent or employee of the Law Firm for any purpose.
B. Autonomy in Services: The Subcontractor will have the autonomy to determine the method, details, and means of performing the services described in this Agreement, provided that all services meet the standards and schedules prescribed by the Law Firm.
VII. Indemnification
A. General Indemnity: The Subcontractor agrees to indemnify and hold harmless the Law Firm, its officers, agents, and employees from any and all claims, damages, liabilities, costs, and expenses, including reasonable attorneys’ fees, arising from the Subcontractor’s negligence, willful misconduct, or breach of this Agreement.
B. Intellectual Property Indemnity: The Subcontractor further agrees to indemnify the Law Firm against any and all claims of intellectual property infringement arising from the use of materials provided by the Subcontractor as part of the services rendered under this Agreement.
VIII. Termination
A. Termination for Cause: The Law Firm may terminate this Agreement immediately upon written notice to the Subcontractor if there is a breach of any provision of this Agreement that is not cured within 14 days after written notice of such breach.
B. Termination for Convenience: The Law Firm may terminate this Agreement at any time without cause by providing 30 days written notice to the Subcontractor. Upon termination for convenience, the Subcontractor will be paid for all services performed up to the date of termination, but no further compensation will be provided.
C. Return of Materials: Upon termination, the Subcontractor must immediately return all Law Firm materials, documents, and confidential information, and certify in writing that all copies have been destroyed or returned.
IX. Dispute Resolution
A. Mediation: Prior to pursuing any other legal remedy, both parties agree to attempt to resolve any dispute arising from or related to this Agreement through mediation administered by a mutually agreed-upon mediator based in [City, State]. This mediation should be initiated and completed within 30 days of either party's written request to the other for mediation.
B. Arbitration: If mediation fails to resolve the dispute, the parties agree to submit the dispute to binding arbitration under the rules of the American Arbitration Association. The arbitration will take place in [City, State], and will be conducted by a single arbitrator agreed upon by both parties. The decision of the arbitrator shall be final and binding on both parties.
X. Miscellaneous Provisions
A. Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State where the Law Firm’s office is located, without regard to its conflict of laws principles.
B. Severability: If any term or provision of this Agreement is found by a court of competent jurisdiction to be invalid, illegal, or otherwise unenforceable, such finding will not affect the other terms or provisions of this Agreement, which will remain in full force and effect.
C. Amendments: No modification, amendment, or waiver of any provision of this Agreement shall be effective unless in writing and signed by both parties.
D. Notices: All notices, requests, demands, and other communications under this Agreement shall be in writing and properly addressed to the parties at their respective addresses as first set forth above, or to such other address that may later be designated in writing by either party.
Signatures
This Agreement is executed by the duly authorized representatives of the parties as of the date first written above.
Law Firm
[Name]
[Date]
Subcontractor
[Name]
[Date]
