This engagement letter (this “Agreement”) is entered into by and between the client identified in the signature block below (“Client”) and www.claimcardfees.com (“ClaimCardFees”).
1. Scope of Engagement. Client is engaging ClaimCardFees because Client believes it is entitled to a payment in a settled class action lawsuit known as In re Payment Card Interchange Fee and Merchant Discount Antitrust Litigation, MDL No. 1720 (MDK) (JO) (the “Action”). The Action relates to excessive fees charged to businesses for accepting Visa and Mastercard cards in violation of antitrust laws. To obtain a payment from the settlement, class members must submit a valid claim (“Claim”) to the court-assigned settlement administrator, Epiq Class Action & Claims Solutions, Inc. (the “Settlement Administrator”). Client hereby engages ClaimCardFees to work with the Settlement Administrator to determine if Client is qualified, and if qualified, to submit Client’s Claim on Client’s behalf.
2. Consulting Fees and Payment to Client. In consideration for ClaimCardFees’s services (as specified further below), Client agrees to pay ClaimCardFees a consulting fee of 25% of Client’s gross dollar recovery from the settlement. If Client does not qualify for the settlement, or if there is otherwise no recovery, Client shall not be responsible for the payment of any fees or any costs to ClaimCardFees.
3. Investigation / Termination for Non-Eligibility. Following Client’s engagement of ClaimCardFees, ClaimCardFees will investigate and confirm whether Client is a class member eligible for Claim submission and payment from the settlement. If ClaimCardFees determines Client is not eligible, or if ClaimCardFees otherwise chooses not to submit a Claim for Client, ClaimCardFees may, at any time, terminate this Agreement. If ClaimCardFees terminates this Agreement, Client will not be responsible for the payment of attorneys’ fees or any costs.
4. Scope of Engagement / Claim Submission. Client has engaged ClaimCardFees to work with the Settlement Administrator to determine if Client qualifies for the settlement, and if qualified, to handle the entirety of the Claim submission process on Client’s behalf. Client acknowledges that, although there is no legal requirement that class members enter into an engagement similar to the engagement outlined herein to file claims on their behalf, Client nevertheless has selected and engaged ClaimCardFees to handle Client’s Claim. Client understands the Settlement Administrator is available at no cost to Client to assist during the claims-filing period. Notwithstanding such availability, Client prefers to have ClaimCardFees coordinate communications with the Settlement Administrator. Client grants ClaimCardFees full, complete, and exclusive authority to communicate with the Settlement Administrator on Client’s behalf. Client authorizes ClaimCardFees to instruct the Settlement Administrator to communicate exclusively and directly with ClaimCardFees on Client’s behalf. Client authorizes ClaimCardFees to instruct the Settlement Administrator to send Client’s Claim form to ClaimCardFees on Client’s behalf (in lieu of the Claim form being sent to Client) to eliminate the possibility Client fails to receive or review the Claim form and to ensure Client timely submits a completed Claim. Client authorizes ClaimCardFees to prepare, complete, and submit Client’s Claim to the Settlement Administrator and to communicate as necessary with the Settlement Administrator about Client, Client’s Claim, and the Claim process. ClaimCardFees may respond to any follow-up requests from the Settlement Administrator or others for additional information or documentation necessary to substantiate Client’s Claim or to support the amount of the proposed Claim payment amount. ClaimCardFees shall instruct the Settlement Administrator as to where and by what means (check or wire) to send Client’s Claim payment proceeds. ClaimCardFees has the authority to sign Client’s signature on any document needed to present or support the Claim to the Settlement Administrator, or on any check issued to Client for Client’s Claim payment proceeds for purposes of distributing Client’s share and ClaimCardFees’s fees to each accordingly.
5. Client’s Payment. Client acknowledges that Client’s payment will be a pro rata share of the remaining money in the settlement fund after payment of Class Counsel’s attorneys’ fees and costs, Settlement Administration costs, service awards to the Action’s class representatives, and payments allocated to those class members who opted out of the settlement. It is not possible to know the amount of Client’s payment until all valid claims for all class members are submitted. It is the intention of the parties to have the Settlement Administrator pay Client directly for its share of the settlement proceeds (after deduction for attorneys’ fees) and to pay ClaimCardFees directly for its consulting fees. Client agrees this Agreement shall serve as an instruction to the Settlement Administrator to make payments in that fashion. However, in the event the Settlement Administrator pays ClaimCardFees for the full amount of Client’s settlement and the payment is in the form of a check in Client’s name, Client gives ClaimCardFees power of attorney to endorse Client’s name on the check and authorizes ClaimCardFees to deposit the check in ClaimCardFees’s account, for ClaimCardFees to retain its consulting fees, and to issue Client’s payment to Client. In the event a check or electronic payment for the full amount of the settlement is sent directly to Client from the Settlement Administrator, Client agrees to, within 3 days, deliver ClaimCardFees its full consulting fees by check or wire transfer.
6. Obligation for Payment of Consulting Fees if Client Terminates. Client shall have three days from the date this Agreement is signed to terminate the Agreement. Client will owe ClaimCardFees nothing if termination is timely made. Cancellation must be made by email. Following three days, Client shall be bound by the terms of the Agreement, including its commitment regarding payment of consulting fees.
7. Limited Engagement & Legal and Tax Advice Excluded. ClaimCardFees is only engaged for eligibility confirmation and Claim submission and for no other purpose. ClaimCardFees’s engagement does not include any legal or tax advice, including advice relating to the effect of submitting the Claim in the Action or the taxable consequences of receiving payment from the settlement.
8. Association of Additional Counsel. ClaimCardFees shall have the option to associate with lawyers, law firms, accountants, and/or consultants; provided that, Client will not have to pay any additional fees to such third parties.
9. Duties of Client. Client agrees to cooperate fully with ClaimCardFees during the course of engagement, to advise ClaimCardFees fully of all pertinent matters, and to provide truthful and accurate information to the best of Client’s knowledge. Client agrees to keep ClaimCardFees informed of Client’s current mailing address, email address, and telephone number, and in the event any of them change, to email ClaimCardFees with the new contact information. ClaimCardFees and Client both agree to be available, upon reasonable request of the other, for telephone calls or email conversations to discuss the settlement, Claim process, or the engagement.
10. Client’s Representations and Acknowledgments. Client acknowledges it has not submitted a Claim on its own behalf nor has Client retained any other party to submit a Claim on its behalf. Client represents that it will not submit its own Claim in the future unless this Agreement is terminated in writing by ClaimCardFees. Client acknowledges it will not sign an agreement with any other party in the future unless this Agreement is terminated in writing by ClaimCardFees. In the event ClaimCardFees learns Client has submitted its own Claim, or there is duplicative engagement by Client of another party, Client agrees this Agreement with ClaimCardFees shall supersede Client’s own submission or any other agreement entered into with any other party, regardless of when the submission was made or the agreement entered. Client authorizes ClaimCardFees to use this Agreement as evidence that it intends for ClaimCardFees and ClaimCardFees only to handle its Claim. Client represents that its interest in the Action, including its right to the proceeds of the Claim, have not been sold, assigned, or conveyed to any other person or entity, and that the individual signing this Agreement for Client has the authority to execute and bind Client to the obligations hereunder. Likewise, in the event the Client is a dissolved entity, the individual signing this Agreement for Client acknowledges the signor is the rightful and lawful successor in interest to the entity entitled to receive the payment under the settlement and that no other party has claimed or is claiming entitlement to some or all of the payment. Client also represents that it is not a debtor in any current bankruptcy. Client acknowledges that ClaimCardFees is providing value in this matter by using their experience and knowledge to ensure Client’s Claim is properly submitted at an early stage and to ensure that Client’s Claim is filed correctly and timely.
11. Sworn Statement. To support the Claim, Client may be required to sign a sworn statement under penalty of perjury. Client authorizes ClaimCardFees to make that sworn statement and sign on its behalf. By signing this Agreement, the individual signing for Client is signing under the penalties of perjury that the information submitted to ClaimCardFees in connection with its eligibility for Claim submission is true and accurate, including that the signor has the full authority to sign for Client, the company took Visa and Mastercard as a form of payment between 2004 and 2019, that Client did not file for bankruptcy at any time, and that Client has not assigned its right to the proceeds from the settlement.
12. Confidentiality. The Parties agree to keep the terms of this Agreement confidential between each other, with the exception that the Parties may share the Agreement with the Settlement Administrator, Class Counsel, or the Court.
13. Total Agreement. This Agreement represents the total agreement between Client and ClaimCardFees regarding consulting fees and other terms involving Client’s engagement of ClaimCardFees. Any modifications, additions, or other changes to this Agreement shall be made only in writing and signed by Client and ClaimCardFees.
14. Governing Law. This Agreement shall be governed by the laws of the State of Florida, without regard to its conflict of laws and principles. If any term of this Agreement is held invalid or unenforceable, the remainder of the Agreement shall remain in effect.
15. Dispute Resolution; Jury Trial Waiver. If Client and ClaimCardFees are unable to amicably resolve in good faith any dispute between them arising out of, or in connection with, this Agreement, the dispute must be submitted to arbitration in Miami, Florida for resolution. The arbitration shall be administered by a single arbitrator pursuant to s Comprehensive Arbitration Rules & Procedures, under which Client and ClaimCardFees shall share equally in the costs of the arbitration. Judgment on any arbitral award may be entered in any court of competent jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction. Client and ClaimCardFees agree that Florida law applies in the determination and adjudication of the parties’ rights, responsibilities, and obligations in any such dispute. Client may consult an attorney to evaluate this arbitration requirement. By entering into an agreement that requires arbitration as the way to resolve certain disputes, Client waives the right to go to court to resolve those disputes by a judge or jury.