Thank you for choosing Gray Paper Legal.
Service Subscription Agreement
between you and Gray Paper Legal, LLC ("GPL")
Services
GPL will provide you with template development, legal research, and other freelance support requested by you on a project-by-project basis ("Projects"). You and GPL will agree, in writing (including email or messages via the secure portal), on the scope of work involved for each Project as it arises. GPL will complete Projects to the best of its ability, to the extent authorized by you. Although we cannot guarantee a completion date for any Project, we will make every reasonable effort to complete Projects within deadlines you provide.
Rates and Fees
Standard Hourly Rate: The GPL Standard Hourly rate is $95.00 per hour. The Standard Hourly Rate applies to all Project work (including meetings) unless a discount applies, or the work is Custom Development work.
Custom Development Work: GPL performs most Project work on applications chosen by you (e.g., Word, Gavel, Clio Draft, Woodpecker, NDMax, Make, Zapier, etc.). However, some Projects require "Custom Development Work"; that is, the writing of code, script, or other development work which is not supported by one of these application's documentation or support forums. In these cases, a Custom Development rate applies. The GPL Custom Development rate is $245.00 per hour. GPL will promptly notify you if we believe any Project requires Custom Development Work and we will only begin such work if expressly authorized by you in writing.
Discounts: GPL may, from time to time and at its sole discretion, offer blocks of service hours for sale which include discounts on our standard hourly rate. GPL will apply an additional discount on these service hour blocks based on your subscription level as follows:
GPL applies these same discounts according to your subscription level for Project and Custom Development work.
Estimates. You may request an estimate for completion of a Project before we begin work on that Project. If requested, GPL will send you an estimate for the time needed to complete the Project as well as a range, from low to high, representing the possible total amounts due for the completed Project. Your total amount due for a Project will not be higher than the highest amount in the estimated range. Estimates are valid for 5 business days. You may approve an estimate by sending an email to mike@graypaperlegal.com, by messaging us in the secure portal, or by any other reasonable means agreed to by the parties.
Rate Increases: GPL will not increase the Standard Hourly or Custom Development rates while a Project is in process, nor will GPL raise these rates more than once and by more than 10% within any three-month period. GPL will also provide you at least 30 days' written notice before raising any rate.
Cloud Services. To complete a Project, GPL may build on, automate, or otherwise operate within applications you use to operate your business. GPL will not subscribe to these services on your behalf. You are solely responsible for the acquisition and costs associated with these applications.
Other fees. We use several subscription-based research and development tools, but GPL will only bill you for costs related to these services if they are incurred at your request. Other fees may include travel expenses, data retrieval fees or other items. GPL will only charge you for a cost after receiving your advance written approval to incur the cost for a Project.
Payment
Subscription Payments. Paid subscribers' credit or debit cards will be automatically charged for subscriptions on the first day of each monthly subscription period unless this agreement is terminated. Subscription rates are as follows:
- Basic: $500.00 (US) / month
- Growth: $725.00 (US) / month
- Premium: $2,200.00 (US) / month.
You may adjust or cancel your subscription options by clicking the Manage Subscriptions option in the left-hand menu of your portal or by contacting Mike at 612-666-7300 or mike@graypaperlegal.com.
Hour Blocks. Payment for discounted hour blocks is due and made when you order them. Hour blocks may only be applied to Project work and NOT to Custom Development work. Also, no refunds are available for purchases of hour blocks but your hours do not expire and your hours may be applied to any Project.
Standard Hourly. If you simply order a Project without purchasing a block of discounted hours, GPL will invoice you for the Project upon its completion. GPL will communicate with you regularly and, of course, seek to complete Projects to your complete satisfaction but completion of any Project will be determined solely by GPL. Payment of the invoice is due within 14 days of receipt.
Term and Termination
This agreement commences on the date you sign this agreement. You may terminate this agreement in a plainly worded message to Mike via the secure client portal or by sending an email to mike@graypaperlegal.com. Within 14 calendar days of termination, GPL will:
- remove your access to the secure portal. You accept sole responsibility for downloading any messages, documents, or other content stored in the secure portal prior to the 15-day period;
- send you a final invoice for any Project work not already invoiced, even if the Project is not complete;
GPL may terminate this agreement only with 30 days' advance written notice.
Relation of the Parties
GPL is not a law firm, and we are not your employees. Nor is this agreement meant to establish a partnership or joint venture. GPL's work often requires us to employ our best judgment and draw legal conclusions, but you promise not to replace your independent professional judgment with any work product or other service provided pursuant to this agreement. Any Project we produce for you is not legal advice.
Other Terms
Intellectual Property. GPL claims no right, title, or interest in any work-product developed for you under this agreement. You are free to modify the work and Projects we deliver in any way. GPL may use your trademarks, original works, and other intellectual property only to the extent necessary to complete a Project. Furthermore, upon your reasonable request, GPL will execute documents or perform or provide further assurances as may be reasonably necessary to complete and perfect the transactions contemplated by this agreement. This includes, but is not limited to, the execution of any assignments, consents, or other documents or actions that may be necessary to implement and effectuate the purposes of this agreement.
Governing Law. This agreement is governed by Minnesota law.
Confidentiality. GPL is not a law firm, but we take our commitment to confidentiality and security seriously. Please do not provide GPL with confidential information, or access to confidential information, unless the information relates to a Project that GPL agreed to undertake. We welcome your emails but please do NOT share login credentials or other confidential information with GPL via email. Please only share confidential information with GPL via the secure client portal. GPL will primarily communicate with you via the portal. GPL will maintain the confidentiality of your information and your client's information. Although your clients are not our clients, GPL undertakes the same professional duty of confidentiality with respect to your clients that we would take for our own clients under the Rules of Professional Conduct. GPL's duties of confidentiality survive the termination of this agreement.
Communication. The parties agree to promptly respond to one another's messages. Any writing or written communication referenced in this agreement includes communication by email or via secure message in your secure client portal.
Dispute Resolution and Venue: Any dispute arising out of or relating to this Agreement shall be subject to good faith negotiation between the parties. If such negotiation fails to resolve the dispute, the parties may pursue other forms of alternative dispute resolution. The exclusive venue for any legal action or proceeding arising out of or relating to this Agreement, if alternative dispute resolution is unsuccessful, shall be the state and federal courts located in Hennepin County, Minnesota, and the parties hereby irrevocably consent to the personal jurisdiction of such courts.
