Representation (Engagement) Agreement to Establish Attorney/Client Relationship
📄 Representation Agreement General Terms
On behalf of Miller IP LLC (the “Firm”), we are pleased to have the opportunity to assist you with intellectual property legal services.
This General Terms document describes the general terms governing our attorney-client relationship. The General Terms document will exist in conjunction with the Project Invoice describing the services being provided. Together, the General Terms document and the Project Invoice constitute a Representation Agreement.
✍️ Acceptance and Execution
There is no need to sign or return this Representation Agreement. Instead, this Representation Agreement will execute and be in effect when you deposit funds for legal services with the Firm or fill out a patent or trademark invention information guide form. Doing so confirms your acceptance of the terms described herein.
💼 Services
We are available to assist you with intellectual property services that best suit your needs. We will create new projects for each service you request and will typically send you service specific terms when each project is created. The general representation terms at the time the project is created will govern that service.
🤖 Use of AI Tools and Platforms
We may, at our discretion, use AI tools and platforms to provide legal services, including drafting patent or trademark applications, agreements, documents, or office action responses.
⚖️ Litigation Services
We may provide litigation services through attorneys employed by Miller IP Law or through affiliated attorneys such as independent contractors. Litigation work may be billed at our standard hourly rate unless agreed otherwise, or at a flat fee if mutually agreed to in writing. Litigation matters may require a retainer that is billed against and may need replenishment as work continues. The Firm has full discretion in selecting litigation counsel and setting the arrangement.
👥 Use of Attorneys, Staff, and Third Parties
We may use attorneys, support staff, independent contractors, of counsel, and third parties at our discretion. We determine their compensation and internal arrangements, which are confidential. You will be charged according to the agreed fee structure, whether flat fee or hourly.
💸 Refunds and Discounts
The Firm does not offer and has no obligation to provide refunds or discounts for work performed. For flat fee matters, payment of the flat fee authorizes the Firm to complete the work. Refunds for flat fee matters apply only to governmental filing fees and to work not completed when the client provides written instructions to halt work and requests a refund. For hourly matters billed against a retainer, refunds apply only to funds remaining in the trust account after fees and costs are applied.
🔚 Disengagement
Either the Firm or the client may disengage from representation at any time. The Firm may convey disengagement in writing, verbally, or through electronic communication. A client must request disengagement in writing.
After disengagement, the Firm has no further duties, including no obligation to monitor matters, respond to inquiries, or provide notices. If a transfer is requested, we are responsible only for providing non publicly available documents reasonably necessary for new counsel to continue representation. All other transfer related requests are outside our obligations and are handled solely at the Firm's discretion.
💵 Future Costs and Expenses
We will strive to communicate potential future costs and expenses, but you remain responsible for understanding applicable fees related to your intellectual property. You are encouraged to ask questions and perform due diligence regarding renewal fees, government fees, annuities, and related expenses.
🔒 Confidentiality
We will keep your matters confidential. You must also maintain confidentiality of our communications to preserve the attorney client privilege. The privilege has limited exceptions in court proceedings.
©️ Copyright Ownership of Materials
The Firm retains copyright ownership of any non proprietary and non confidential content included in documents prepared for you, including templates, boilerplate language, and document formats or layouts.
📬 Expenses
We will send invoices when a project nears completion or on a periodic basis. Invoices reflect fees, costs, and disbursements. Payments are applied to outstanding invoices in chronological order.
🕰 Hourly Matters and Legal Retainer
Hourly matters, including litigation, enforcement, defense, legal research, counseling, and similar work require a legal retainer mutually agreed upon before work begins. Work is billed against the retainer at the Firm's hourly rates.
When 80 percent of the retainer has been used, the Firm will notify you. At that point you must either replenish the retainer or the Firm will complete the work that can be done with the remaining funds and then cease legal work until replenishment occurs. If the retainer is not replenished after notice, the client agrees that adequate time has been given to seek alternative representation.
⏳ Hourly Billing Services
Legal fees for hourly matters depend on the time involved and the billing rate of the attorney performing the work. Time spent on emails and phone calls is billed. Typical hourly matters include research, counseling, litigation, and contract drafting.
💰 Flat Fee Services
For services provided on a flat fee basis, the flat fee will be agreed to before you engage the Firm. If you do not agree with the quoted flat fee, you must raise concerns before paying. Payment confirms acceptance.
The base flat fee covers all anticipated costs for a standard complexity project. Many flat fees are posted on our website and specific fee information is available upon request. If you request increased complexity or expanded scope, additional fees may apply.
The flat fee covers the entire scope of the service. We do not track hours, do not bill hourly, and are under no obligation to record or disclose time spent or personnel involved. Decisions on time allocation and personnel assignments are at the Firm’s discretion. The flat fee reflects reasonable rates based on the nature and complexity of the service, not hourly calculations.
We may use templates, automations, AI tools, and other time saving systems in producing work. These efficiencies do not change the flat fee.
Upon payment, the Firm will begin working on your matter. Refunds for flat fee matters are generally not provided. If a refund is issued, it will be limited to the portion of the flat fee corresponding to work not yet performed, determined at the Firm’s sole discretion.
🏦 Advance Deposit Funds
The Firm requires advance deposit funds for each project, which are held in trust until earned or applied to third party costs. The required amount varies and may equal the full flat fee, a partial flat fee, a monthly estimate for hourly matters, or an amount shown on an Advance Payment Invoice.
🧾 Personal Guarantee
If this Agreement is executed for a business entity, you agree to be personally responsible for legal fees if the business fails to pay. Additional individuals may share responsibility if identified in advance.
📝 Draft Review, Approval Timeline, and Penalty
You have 14 calendar days to review any draft we send. If no response is provided, the matter is placed on indefinite pause. An unpause fee of 500 dollars applies before work resumes. Filing fees included in flat fee services are applied to time spent managing your matter after the 14 day period and are not refundable unless a written refund request is made before the deadline. The unpause fee and filing fee applications may be waived at the Firm's discretion.
🚫 Payment Delinquencies
If payments are not timely, the Firm may pause nonessential services, require advance payment for disbursements, or require payment in full before continuing work. Past due balances incur interest at 9 percent per annum starting from the payment due date.
💳 Electronic Payments
We accept payment by credit card, Apple Pay, Stripe, ACH, cash, or check. Electronic payments incur a non refundable 3 percent processing fee.
🔄 Electronic Payment Refunds
If services paid by electronic payment are canceled, refunds are calculated as:
Funds Received minus Processing Fee minus Earned Legal Fees minus Disbursements.
👤 Team
To efficiently provide services, the Firm may assign attorneys, agents, staff, independent contractors, or other individuals as needed. Assignments are at the Firm’s discretion. You may request personnel changes, which the Firm will accommodate when possible.
🧩 Roles
The Firm uses Client Managers, Project Managers, and a Principal Attorney. One person may serve multiple roles.
Client Manager: primary contact for project questions, coordination, and updates.
Project Managers: provide legal services and support the Client Manager.
Principal Attorney: Devin Miller oversees operations, assigns projects, and serves as a resource for clients.
📁 Client File
We maintain electronic client files. Copies can be provided electronically upon request, absent a valid attorney lien. Printing or shipping costs for paper copies are the client’s responsibility. The Firm may exercise an attorney lien if the account is delinquent.
🔁 Intellectual Property Renewals
Patents, trademarks, and copyrights often require periodic renewals. International annuity payments and domestic renewal fees may apply. We attempt to notify clients of deadlines, but you are ultimately responsible for maintaining your intellectual property.
🔄 Representation Term Updates
Representation terms may be updated periodically. Updated terms will be provided when creating new projects or upon request.
📧 Communication
Email is our primary communication method. Traditional mail is used only when necessary. We may sometimes call from mobile phones. It is your responsibility to keep contact information current to avoid missed communications and potential loss of intellectual property rights.
Here is the updated Termination section with your added requirements. It preserves all prior content, clarifies that the lists of reasons are non exhaustive, and explicitly states that Miller IP sets its own internal processes, methodology, ethical standards, and moral standards at its own discretion.
You can paste this directly into the agreement.
🛑 Termination
Either you or the Firm may terminate the attorney client relationship at any time and for any reason. If the Firm chooses to terminate representation and there is an active matter that has already been funded and ethically requires completion, the Firm will either complete the matter before termination or will provide the information and materials it has at the time of termination so that you or another firm can continue and complete the matter.
Beyond what is required by the professional rules of conduct, Miller IP sets and applies its own internal processes, methodology, ethical standards, and moral standards at its discretion. Unless legally required by the nature of the representation, the Firm has no obligation to complete a matter or perform work in a manner that conflicts with these standards or with the Firm’s preferred way of doing its work.
If you take longer than is reasonably expected, repeatedly pause a matter, approve a matter and then request changes before filing, or require guidance, correspondence, or assistance beyond what is reasonably included in the agreed fee structure, the Firm may adjust the fee arrangement. These reasons are non exhaustive and other circumstances may also justify a fee adjustment. Notice will be provided before any adjustment is made. The Firm may also pause the matter until you can proceed, provide final approval, stop making repeated changes, or otherwise comply with the process needed to complete the work. These examples are non exhaustive and similar circumstances may also justify a pause or delay.
At the Firm’s discretion, a pause or unpause fee may apply to cover additional administrative work, reassignment, docketing changes, or time required to reengage with the matter. Any such fee will be communicated to you before it is assessed.
We appreciate the opportunity to represent you.
Miller IP
/Devin Miller/
Devin Miller