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You walk into your lawyer's office. You want him to review your Franchise Disclosure Document. He has a new associate, who beckons you forth.
You move forward, and notice another new wrinkle - a VISA machine smack on top of the associate’s desk. The associate apologetically explains that due to the economy all clients are on a pay before you go plan.
Fortunately, there is now a fixed fee schedule and you are relieved to see that the associate only charges $800 for a review of the Franchise Disclosure Document.
You hand over your FDD, sign the standard retainer agreement, and shell out $800 on your VISA debit card.
The associate confirms the transaction, ruffles through the FDD, and smiles at you expectantly.
This isn't going well, you think. So you venture, "Well what did you think?"
"The FDD", you persist. "The franchise contract."
"Oh that. "It is the standard franchise agreement." He then drones on about France and the Singer Sewing Machine franchise system of the late 1800's.
You really aren't interested and wish the associate would start earning his retainer.
Abruptly, the monologue ends and the associate looks to have dozed off.
You want to shake him or worse. But, you resort to pounding the desk with your shoe.
The associate snaps to, looks around, fixates on an old timepiece on his desk and blurts: “Times up. Next! The agreement is now terminated.”
“But, you haven’t done anything!”, you protest.
“I have fulfilled the terms of the contract as per the standard retainer clause, paragraph 42”, says the associate as you are ushered out the door.
Paragraph 42, you wonder? So you flip open the retainer agreement, which you just signed. You get out your magnifying glass and read:
Paragraph 42. "You will pay us $800.00 for an FDD agreement review, the Retainer Contract."
The contract contains several contingencies that allow your attorney to terminate your Retainer Contract if such contingencies are not met. The contingencies included in the retainer contract are:
If a contingency is not met as described above and your retainer contract is terminated, we will not refund any of the payments you have already made to us.
We reserve the right to determine in our sole and unreasonable discretion whether the contingency is met or not.
These payments will have been deemed fully earned by the Attorney as a result of our lost and deferred opportunity costs, corporate expenses, and all efforts performed on your behalf before the termination of your Retainer Agreement.
We will, however, assist you in your efforts to locate another attorney and fully support your efforts to acquire another Franchise Disclosure Document review.”
So, you are now out $800 because you failed to understand the significance of a clause buried deep within your retainer agreement.
Even if it was marked in red, bold print, and had the notation "Here is the Dangerous Clause", its significance would have been hidden until you were "terminated" from the unenumerated contingency.
Could things get any worse?