Legal Fee Response Form

LEGAL FEE RESPONSE FORM

This Legal Fee Response Form is entered into between Responding Firm: and Requesting Party: in connection with the matter captioned Case Name: , Court: , Docket/No.: . Invoice Date: Invoice No.: .

RECITALS

WHEREAS, Requesting Party submitted a statement of legal fees and expenses for services rendered and costs advanced (the "Invoice") on the Invoice Date identified above; and

WHEREAS, Responding Firm has reviewed the Invoice and prepared this written response establishing the basis for acceptance, partial allowance, or dispute of specific time entries, rates, and expenses; and

WHEREAS, the parties desire to reduce the parties' respective positions to writing to provide a clear statement of the fees accepted, disputed, or subject to resolution procedures set forth below.

NOW, THEREFORE

In consideration of the mutual covenants and agreements set forth below, the parties hereby agree as follows:

1. DEFINITIONS

For purposes of this Form, "Invoice" means the statement of fees and expenses submitted by Requesting Party and identified above. "Disputed Items" means those entries or charges expressly identified in Section 4 below as subject to challenge. "Allowed Amount" means the portion of the Invoice accepted by Responding Firm as reasonable and payable.

2. SCOPE OF RESPONSE

Responding Firm's review is limited to the time entries, billing rates, and documented expenses included in the Invoice. This Response identifies which entries are accepted in whole, accepted in part (with a reduction), or disputed and provides the basis for each material adjustment. Acceptance of any amounts expressly reserved herein does not constitute acceptance of other entries omitted from the Invoice or additional claims not listed.

3. ITEMIZED FEES AND EXPENSES

The following itemization sets forth the primary timekeepers, hours, rates, and amounts subject to this Response. For each row, indicate any reduction or dispute in the Adjustment column and provide a short explanation in Section 5 where required.

Timekeeper: Hours: Rate: $ Amount: $ Adjustment: $

Timekeeper: Hours: Rate: $ Amount: $ Adjustment: $

Timekeeper: Hours: Rate: $ Amount: $ Adjustment: $

Expense Description: Amount: $ Adjustment: $

4. DISPUTED ITEMS AND BASIS

Indicate which entries or charges are disputed and provide a succinct legal or factual basis for each dispute. The party asserting a dispute bears the burden of providing documentation and legal authority supporting the adjustment.

5. SUPPORTING DOCUMENTATION AND PRIVILEGE NOTICE

Responding Party certifies that supporting time records and expense receipts have been reviewed. If any documentary material is withheld on grounds of privilege or work product, a privilege log shall be produced that identifies the entry by date, timekeeper, and general description sufficient to assess the claim, without disclosing privileged communications. Withheld material claimed as privileged will be set forth in the Privilege Log below.

6. CALCULATION, PAYMENT, AND OFFSET

Subtotal (Allowed Fees): $ Taxes and Other Charges: $ Credits/Previous Payments: $ Total Amount Due: $

Payment Terms (select applicable option):

Pay Allowed Amount in full within days Accept partial payment per schedule below

7. DISPUTE RESOLUTION PROCEDURE

The parties agree to engage in a timely good-faith meet-and-confer to resolve Disputed Items within days of service of this Response. If unresolved, the parties agree to submit the specific disputed items to binding or non-binding mediation as elected below.

Election: Non-binding mediation Binding mediation/arbitration limited to disputed fee amounts

8. REPRESENTATIONS, CERTIFICATIONS AND LIMITATIONS

Responding Firm certifies that, to the best of its knowledge after reasonable inquiry, the statements in this Response are complete and accurate and that the adjustments identified are made in good faith. Neither party waives any rights regarding the recoverability of fees in the underlying proceeding except as expressly stated herein. This Response is without prejudice to either party asserting alternative bases for recovery or reduction of fees in subsequent proceedings.

9. NOTICES

Notices required under this Response shall be given in writing to the addresses set forth below.

10. AMENDMENTS; WAIVER; COUNTERPARTS

Any amendment to this Response must be in writing and signed by both parties. No waiver of any provision shall be effective unless in writing and signed by the waiving party. This Response may be executed in counterparts, each of which shall be deemed an original and all of which together constitute one instrument.

11. GOVERNING LAW; ENTIRE AGREEMENT; SEVERABILITY

This Response shall be governed by and construed in accordance with the substantive laws of the jurisdiction of the Court identified above, without regard to conflict of law principles. This Response constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior oral and written communications concerning the matters addressed herein. If any provision of this Response is determined to be invalid or unenforceable, such determination shall not affect the validity or enforceability of the remaining provisions.

12. ACCEPTANCE/REJECTION CHECKLIST

After review, Responding Firm indicates the following election with respect to the Invoice:

Accept Invoice in full Partially accept; amounts allowed shown above Reject Invoice in full

CERTIFICATION

The undersigned certifies under penalty of perjury and professional responsibility rules applicable to counsel that the statements and adjustments set forth in this Response are true and accurate to the best of the undersigned's knowledge after reasonable inquiry, and that the undersigned is authorized to submit this Response on behalf of the Responding Firm identified above.

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