1. Services

You have agreed to subscribe to our Counsel on Call program, which includes the following services during the term of your subscription:

• unlimited 20-minute consultations by phone or in person related solely to business matters, provided:
  • unless otherwise agreed, no documents or follow up written advice will be provided;
  • meetings or calls are scheduled in advance; and
  • MPLC reserves the right to limit consultations if, in MPLC's discretion, the consultations do not relate to a business matter or repeatedly relate to the same matter or issue.
• access to our online contract and template generator, including a basic review and explanation (no more than 20 minutes) of documents generated;
• access to a library of resources created and curated by us;
• if you are incorporated, acting as your registered and records office, and preparing annual resolutions and one resolution per year regarding dividends (government filing fees charged separately); and
• access to preferential flat-fee pricing listed on the rate sheet posted in the COC portal, and 10% off additional services charged at an hourly rate (increases to 20% after one continuous year of subscription).

2. Your role as client

You agree:

• you will give us all facts and be totally honest with us;
• you will not share your COC login details with any other person; and
• you will not utilize the online contract and template generator for non-business purposes or on behalf of any other company or entity, even if owned by you.

3. Dealing with each other

The best way to secure a time to speak with us is to schedule a meeting or call through our online tools or office staff. We will try to respond to unscheduled calls and emails as quickly as possible, but we will not always be able to do so on the same day. We are often in court or dealing with other clients' urgent matters. When representing a client in court or during the closing of a transaction, we devote our time during that period to that client and have only a limited ability to return other clients’ calls or emails. When things are urgent on your matter, we will be devoting our time to you.

4. Client identification and verification

 Lawyers are required to collect certain information for the purpose of identifying clients who retain them. You agree to provide such information and present identification when requested, as soon as possible. If we are not meeting face to face, we may require you to attend before another lawyer or professional to have your identity verified. We will collect and store personal information in accordance with our Privacy Policy.

5. Technology and Document Policy

We provide services digitally using local and cloud-based technologies. You specifically consent to us using third-party cloud-based services, which may be located outside of Canada, for the storage, management and transmission of your information, including confidential information related to the Services. You acknowledge that these programs may create some risks for the security of your information.

6. Records Retention

Where possible, we keep digital copies of documents and records. When we determine that an original of a record is no longer needed, we will keep a digital copy for your file and dispose of the original. If an original must be kept, we will keep it for the duration of the file and return it to you at the conclusion of the Services.

7. Tax Planning

Although we may advise of certain general tax principles from a legal perspective and warn of certain potential tax consequences, you have not requested, and we do not expect to provide, any specific tax advice in your matters. Good taxation advice should always be obtained from a qualified tax professional.

8. Fees

You will be billed at the rate of $99 per month. You are responsible for reimbursing us for expenses we incur on your behalf (disbursements), including software use fees, postage, couriers, travel expenses, photocopying, filing and search charges, the fees of agents who assist us, and all other reasonable expenses. You will be charged the applicable taxes on fees and disbursements.

9. Payment

You will be invoiced each month. Payment shall be by post-dated cheque or pre-authorized credit card. If a payment is declined, the Services will be suspended until payment is made. If any account is not paid within 30 days, interest will be charged on the outstanding balance at a rate of 12% per annum from the date of the invoice and until paid.

10. Guarantee

Where you agree to a retainer agreement on behalf of a corporate body or entity, you agree to personally guarantee and perform all obligations of that body or entity under that agreement. This guarantee may be revoked by you at any time by notice in writing. If you revoke this guarantee, we reserve the right to terminate our Services.

11. Termination of legal services

You have the right to terminate our Services upon written notice to us. Subject to our obligations to you to maintain proper standards of professional conduct, we reserve the right to terminate our Services for good reasons which include:

• If you fail to cooperate with any reasonable request;
• If there is a serious loss of confidence between us and you, including through a breach of the terms of this agreement;
• If our continuing to act would be unethical or impractical; or
• If our invoice has not been paid.

If our Services our terminated, you only have to pay our fees, expenses, and applicable taxes incurred up until the time we stopped acting for you. Monthly subscription fees are non-refundable and will not be prorated upon termination. If you are incorporated, and we are acting as your registered and records office, we will continue to do so and bill you at the rate of $200 per year, billed at the time your annual report is due to be filed. We will not file your annual report with the corporate registry until full payment is received.