DIOGENES, LLC
INVESTIGATIVE SERVICES AGREEMENT
SECTION A - General Provisions
1)
Agreement is made this ______ day of _______________________ 20____ by and
between:
DIOGENES, LLC
Telephone Number: (203) 264-6802
Facsimile Number: (702) 548-9566
E-mail Address:
BradCole (at) diogenesllc (dot) com
hereafter
known also as the AGENCY, and
Name: Company:
Address:
City,
State, Zip Code:
Telephone
Number:
E-mail
Address:
hereafter
known as the CLIENT.
2)
Licensing & Regulatory Authority:
a. Diogenes, LLC holds Private Investigator's License #
A-2042 issued by the Special Licensing & Firearms Unit of the Connecticut
State Police whose office is located in Middletown, CT. Investigative Services provided in other jurisdictions
are conducted underneath the Private Investigator's License of the selected
associate(s) and/or affiliate(s).
b. Both parties agree that for the purposes of Legal Venue,
this agreement is made in the State of
3)
Requested Services:
a. CLIENT retains AGENCY to conduct an investigation
specifically explained below and/or in the Case Intake/Assignment Form. CLIENT agrees to all fees and costs
hereinafter incurred as a result of that investigation.
b. As such, CLIENT agrees that AGENCY is empowered to
perform said services below for and on behalf of CLIENT, and to do all things
necessary, appropriate, and/or advisable in performing said services for and in
the best interests of CLIENT.
c. Services To Be Provided: AGENCY offers various types of
investigative services, including but not limited to surveillance,
investigative research, interviews, background investigations, undercover
investigations, people locates, Internet & E-mail tracing, polygraph
services, computer examinations as well as electronic surveillance
countermeasures. No illegal or unethical
services will be knowingly provided by Diogenes, LLC. CLIENT certifies that he is not requesting
illegal services. AGENCY reserves the
right to decline or terminate without advance notice any assignment it deems to
be illegal or unethical or in AGENCY's sole opinion detrimental to AGENCY. AGENCY will perform services in compliance
with state and federal laws, regulations and best practices.
Specifically,
CLIENT has engaged the services of AGENCY to provide the following scope of
services. This brief description may supplement the detailed information
provided in the Case Intake Form.
Type or
clearly write in a brief description of what you want done:
4) Due
Diligence:
a. AGENCY agrees to conduct the investigation with due
diligence to protect the interests of the CLIENT and to the best of the
AGENCY'S ability. All expressions made
relative thereto are matters of AGENCY's opinion only.
b. No Warranties or Guaranties: Neither AGENCY nor its
employees or agents have made any warranties or guaranties as to the success of
the investigation, research or other matters of question. Due to the nature of
investigative work, no warranties or guaranties can be given as to the success
or quality of the results achieved. CLIENT
understands that surveillance and investigations by their nature are limited by
time, resources and circumstances. The information obtained may not be that
which is desired or in the favor of the CLIENT.
c. AGENCY does warrant that all work fees that are billed
will be performed on behalf of the CLIENT and that no charges will be made for
work that isn't performed unless otherwise contractually agreed to in advance.
d. CLIENT states and affirms that any evidence,
information, materials, media, computers, other similar items etc. provided to
the AGENCY in conjunction with this matter were lawfully obtained and the
CLIENT is the legal owner or guardian with the authority to provide any such
evidence, documents, information, items etc. to the AGENCY.
5) Work
Product:
a. AGENCY will generate reports of the investigation in a
timely manner given the CLIENT's account is not in arrears.The CLIENT will be supplied with supporting
documentation and/or material as it becomes available.Every reasonable effort will be made to insure
that the quality of the information will be accurate.
b. Original notes or documents considered "work
product" will not be released and remain the property of AGENCY.Only the written report is released to the
CLIENT as well as copies of documents, pictures, video and similar materials. AGENCY reserves the right to withhold any and
all reports and/or evidence pending payment in full and bank clearance thereof.
AGENCY is not responsible for any
damages or negative effects from reports and/or evidence being withheld due to
the CLIENT's failure to meet the above mutually agreed upon conditions.
c. CLIENT understands that surveillance tapes and pictures
are by their nature NOT television studio-type productions and are often taken
long distance, from unusual locations and during extreme weather conditions and
as such, the quality can be variable. AGENCY
will proceed with due diligence to obtain quality video and/or pictures that
can be obtained given the circumstances. No "Audio" recordings will
be made relative to surveillance tapes.
Original videotapes and/or negatives will not be released to CLIENT, but
will remain the property of AGENCY until such time as required to be surrendered
in court as evidence. Copies for the
purpose of the CLIENT's review will be made at the CLIENT's request.
d. Technical Services investigations in which computer hard
drives, media, and/or TSCM related equipment are discovered and/or examined are
considered "work product" will not be released and remain the
property of Diogenes, LLC. Only the written report is released to the CLIENT.
SECTION B - FEES AND EXPENSES
1)
Service Payments: The CLIENT agrees to pay AGENCY for its time, materials and
service fees as follows:
a. Work is done under a retainer in which funds in the
amount of the retainer are placed in trust with AGENCY and hold the retainer as
pre-payment for work to be done under this agreement.
b. Retainers are refundable for canceled assignments upon
request except for a minimum service fee as described below:
i) Minimum
billing time will be incurred on all cases where the assignment is canceled
prior to the work being initiated, but after the agreement has been executed.The agreement is considered executed when signed
by both parties OR if only a case submission form has been submitted and AGENCY
agrees to accept the case with specific rates and costs being mutually agreed
upon by all parties.
ii) In situations where the investigation has been initiated but
canceled prior to the first billing period being completed, the assignment will
be billed in its entirety for that billing period.
iii) If a CLIENT has requested a continued investigation or
surveillance and then cancels the assignment for a given date & time
without twenty-four (24) hours prior notice & agency acknowledgement, the
minimum billing time shall be charged to the CLIENT.
iv) Refunds
are not granted if database searches and related services have already been
conducted.
c. If agreed upon by agency that a retainer is not
necessary, minimum billing is as described above.
d. All time & billing calculations are calculated per
man hour or per man daily rate, as mutually agreed upon by all parties, and
multiplied times the scheduled number of investigators per hour or day. Minimum fees charged: Four (4) man hours for hourly
rate assignments & one (1) day for daily rate assignments.
e. The retainer is charged for the work that is done under
this agreement at the agreed upon rates. All services are to be paid by
retainer in advance; however in the event that the services rendered are in
excess of the retainer, CLIENT agrees that the service fees are due and payable
upon demand.
i)
CLIENT
agrees that any balance owing on the agreement, together with accrued expenses,
plus costs of the investigation, shall be due and payable in full prior to any
court appearance of AGENCY.
ii)
Any
monies not paid in full as agreed will be subject to 5 percent interest charge
per month or any portion thereof for each and every month the balance remains
unpaid. CLIENT further agrees to pay for
all costs of collection plus reasonable court and attorney fees. CLIENT also agrees to pay any and all direct
and/or indirect fees and/or costs associated with any payments made via credit
card that are charged back.
iii) In the event that no retainer is collected, then the services
provided will be billed by invoice and due upon presentation of said invoice(s). CLIENT forfeits all rights to reports,
evidence, photographs, video, information and other related items if invoices
are not paid within terms.
iv) All fees are due at the completion of this assignment, or upon
either the CLIENT or AGENCY's determination that no further action can be taken
to complete this assignment.
v) On
all assignments, which are expected to last longer than 30 days, that portion
of the work that has been completed will be billed and payment will be due upon
receipt of the invoice.
vi) AGENCY reserves the right to require payment in advance for
excessive investigative expenses.
f. The CLIENT hereby agrees to and authorizes a Consumer
Credit Inquiry & Report be conducted for the purposes of AGENCY to verify
the CLIENT's ability to pay for the contracted services.
g. The CLIENT agrees that AGENCY is engaged solely by
yourself and/or your company. CLIENT is
solely responsible for payment. If you
are an attorney, legal counsel or other similar contracted party, payment is
required as specified within this agreement regardless of your CLIENT's ability
and/or willingness to pay and/or result of any litigation the investigation may
be in support of.
2)
Retainer Amount: The retainer amount of this assignment is $XXXXX, receipt of
which is acknowledged by this signed agreement. Non-retainer funds deposited with AGENCY are $XXXXX.
a. Service will not be initiated until, at the option of
AGENCY, a retainer check has been determined to have sufficient funding, or an
open account has been established to cover the cost of the investigation.
3)
Fees:
a. Hourly / Daily Rate for the Primary Investigator on your
case is $XXXXX. Time and travel are
calculated from our closest local office unless otherwise stipulated. State and local taxes are calculated and
charged based upon where the work is performed and not where the client is
located. Twenty-Four (24) hours advance
notice is required for any changes in scheduled work without fees being
assessed as described and calculated in Section B~1~b.
b. Additional Investigators that may be authorized in your
investigation will be billed at the hourly rate of $XXXXX per man hour.
c. Forensic Computer and Forensic Accounting Investigations
are billed at $175.00 per man hour.
d. Court time is billed at $125.00 per man hour.
e. Mileage fees of $0.75 per mile will be charged for each
mile driven during the course of the investigation.
f. Additional fees for expenses authorized by the CLIENT
will be made at either exact costs or flat rates based upon a fair and
reasonable charge for travel costs, supplies, documents, copies, and other
material and equipment approved by the CLIENT.
g. New assignments are billed a 30 minute administrative intake
and setup fee. Reactivated assignments
are billed 30 minutes for assignment review if the reactivation is more that 30
days from last report.
h. As a safeguard toward unforeseen expense for the CLIENT,
AGENCY agrees to NOT EXCEED $XXXXX in total costs without prior approval of the
CLIENT.
4)
Telephone Fees: AGENCY will agree to consult with CLIENT free of charge for a
maximum of 15 minutes per day. All calls
in excess of this amount are billable in 15 minute increments at the normal hourly
rate. Other telephone fees incurred
during the investigation will be billed at $0.25 per minute.
5)
Report Writing Fees: One (1) hour report writing will be billed to the
investigation for each report submitted or for every six (6) hours of Investigation,
Research or Surveillance, whichever time period is greater.
6) Photography,
Videotape, Tape Review & Copy Charges: Charges to review Surveillance Tapes
will be made at the rate of $25 per hour. $5.00 per copy of VHS videotape used
and/or submitted to the CLIENT. Photographs, film and processing will be billed
at cost plus a $10.00 handling fee.
7)
Court Appearances: CLIENT agrees to pay AGENCY the fee set above for time spent
in Court at the request of CLIENT, CLIENT's Attorney, Subpoena, Court, or
Governmental Agency due to this investigation. Said fee shall not exceed the
agreed upon per hourly/daily rate listed above for time spent in court or on
standby. Minimum billable court time is
four (4) man hours per investigator. Standby
time is defined as any time scheduled (set aside) for court, spent waiting
and/or traveling to/from court so that the investigator is immediately
available and accessible for the court.
8)
Miscellaneous: CLIENT agrees to pay AGENCY at the prescribed hourly rate for time
spent for any assignment related meetings, telephone conferences, travel time,
case and/or trial preparation or expenses not specified above.
SECTION C - PERIOD OF SERVICE
1)
Period of Service: This agreement is valid for the duration of the investigation
or until such time as it is canceled by either party by written notice to
terminate the agreement. No termination
shall prejudice AGENCY rights to collect payment for services completed prior
to the termination of this agreement.
2)
Accommodations Required: AGENCY will make every effort to accommodate CLIENT's
needs and preferences, subject to existing legal and contractual obligations.
3)
Responsibility to Cooperate: All parties agree to timely actions and produce
information and documents as is reasonably necessary to carry out the scope of
this agreement. CLIENT’s and/or their
representatives are not allowed to accompany AGENCY investigators during an
investigation. Unauthorized CLIENT participation will result in a forfeiture of
retainer if applicable.
SECTION D - CONFIDENTIAL INFORMATION
1)
Access to and protection of CLIENT's Confidential Information: AGENCY
acknowledges that in the course of this agreement it shall have access to
confidential and proprietary information of the CLIENT and agrees not to
disclose any information without prior consent. Any information obtained as a result of the
investigation will only be released to the CLIENT or his designated
representative and will otherwise remain confidential information.
2)
Indemnification of AGENCY from CLIENT Provided Information: CLIENT agrees to
indemnify and hold AGENCY harmless against all claims arising out of or related
to any information which the CLIENT provides to AGENCY prior to or during the
course of the Services provided.
3)
Indemnification of AGENCY from its Services or Information Provided: CLIENT
agrees to indemnify and hold AGENCY harmless against all claims arising out of
or related to the services of AGENCY or information provided by AGENCY herein
EXCEPT for those arising from AGENCY's Intentional and Wrongful acts.
a. CLIENT agrees that as a result of becoming a CLIENT of
AGENCY, "Certain Information" as it relates to the practices and
procedures of AGENCY may become known and that CLIENT specifically agrees that
they will hold any such information as confidential, not to be discussed with
anyone outside the scope of this agreement.
b. CLIENT acknowledges that the investigation will be or
could be greatly damaged if the subject(s) of this investigation were to become
aware of the activities of AGENCY relative to the research and surveillance in
progress and therefore agrees to keep our relationship confidential at all
times during the investigation.
4)
Accuracy of Information Sources: Search reports are performed strictly by the
information provided on the subject by the CLIENT. Any error in spelling, format or sequence of letters,
words or numbers can result in wrong information on the subject. Data is
supplied from different private sources, computer systems, public information
facilities, government open record institutions and might also contain
confidential source information. All
attempts are made to maintain the integrity of this data. AGENCY cannot be held liable for inaccuracies
contained in public record information or databases accessed. Furthermore,
information has been gathered from sources and individuals deemed reliable by
AGENCY; however, no guarantee, warranty, or other representation is made as to
the accuracy of information received from third parties, or its suitability for
any particular purpose. If the information
reported is not “Original Source” information, it is strongly recommended that
any information gathered is cross referenced with “Original Source”
information.
5)
Responsible Use of Information: AGENCY is NOT a consumer reporting AGENCY. AGENCY promotes the responsible use of the
information that it provides, and reserves the right to withhold information
for which AGENCY deems is outside the scope of a permissible purpose or otherwise
defined by state and federal law and/or regulation. "Confidential
Information" shall not include such information as is or becomes part of
the public domain through no action of AGENCY. The CLIENT is responsible to safeguard the
information provided from unauthorized third party disclosure as defined by the Gramm-Leach-Bliley
Act (GLBA), Fair Credit Reporting Act (FCRA), Fair and Accurate Credit
Transactions Act (FACTA), Drivers Privacy Protection Act (DPPA) and Right to
Financial Privacy Act (RFPA) and applicable state and federal laws and
regulations. It is incumbent upon the
CLIENT and their representatives to be fully knowledgeable about such laws and
regulations and/or seek legal counsel prior
to dissemination of reported information. Furthermore, the CLIENT affirms the
information requested and/or learned during the investigation is not to be used
for harassment, stalking, intimidation, threatening or any other illegal
purpose(s).
6)
CLIENT Misrepresentation: CLIENT attests that he has not misrepresented
himself, the company, organization or purpose for requesting the services that
AGENCY provides. CLIENT understands that
misrepresentation in this agreement, in AGENCY's sole opinion, may result in
civil and criminal action against the CLIENT and/or his organization as well as
forfeiture of any and all monies paid to AGENCY. AGENCY reserves the right to refuse service to
the CLIENT for any issue of security, safety, unlawful, unethical or immoral
reasons. CLIENT will forfeit any and all
funds that may have been paid to the AGENCY pertaining to this case if any
information is discovered, by the sole determination of the AGENCY, to be
false, misleading, or compromising the ethical and/or legal obligations of the
AGENCY or if it is learned that the investigation is in support of an illegal
activity.
SECTION E - OTHER PROVISIONS
1)
Entire Agreement, Modification & Assignment: This instrument constitutes
the sole and entire agreement between the parties except where modified in
writing, signed by both parties and attached as part of this agreement. CLIENT agrees that AGENCY may assign this
agreement to a sub-contractor in part or whole to complete this assignment, but
at all times, AGENCY will continue to meet the terms and conditions of this
agreement.
2)
Binding Effect & Terminology: This agreement is binding for the benefit of
and upon the parties hereto, their heirs, executors, assigns, legal
representatives, and successors. As to
terminology, the context may require in this agreement, singular shall mean
plural and vice-versa. Terms used in the
male gender serve as function words and do not denote a specific gender but the
CLIENT as an individual or entity.
3)
AGENCY Expertise: AGENCY is not a law office and therefore does not provide
legal advice, nor does it provide financial, insurance or personal counseling
services. Any opinions expressed during
CLIENT conferences are based upon prior experiences and knowledge and do not
constitute, reflect, or guarantee future outcomes or results. CLIENT is encouraged and advised to seek
expert and professional advice in these areas.
4)
Acceptance of Agreement: This agreement does not become valid until such time
as it is accepted by both the CLIENT and AGENCY, indicative by the signatures
below.
SECTION F - SPECIAL STIPULATIONS
1) The following special stipulations
are included in the agreement:
ACCEPTANCE:
This
being our agreement, I hereby authorize this investigation and agree to the
terms and conditions listed herein. By submitting this form, I hereby certify
and affirm that the information supplied above is true and accurate to the best
of my knowledge at this time. I further
represent and affirm that I am authorized to order, financially contract and
responsible for this assignment.
CLIENT:
______________________________ COMPANY:
______________________________
Social
Security # or FEIN # __________________________________
Diogenes,
LLC identified as AGENCY in this agreement agrees to conduct the investigation.
_____________________________________
By
& For Diogenes, LLC