Engagement letter & intake form from Detroit Justice Center

Based on the call myself, Damien and Paul had with the Detroit Justice Center, they have agreed to be our lawyers and provide probono assistance with the operating agreement for 3731 Northwestern and likely also the larger agreement for Detroit Arcology.

I have attached the engagement letter and intake form here. CC @cryptogoth @Dame

Engagement Letter for Detroit Arcology.pdf (141.4 KB)
Intake Questionnaire.pdf (163.4 KB)

1 Like

Thanks @Adrian I also read the engagement letter and agree with it, and am ready to sign it. Except that they misspelled @Dame 's name :slight_smile:

Here’s the text, since PDFs don’t download in Fig / mobile app very well.

![page1image36445088|162.399980x106.300000](blob:https://forum.detroitarcology.org/bd142c53-4cbb-4a6b-8de4-fd779e476a9d)

December 13, 2021 Via email: adrian.laurenzi@gmail.com; paul@arcology.builders

Dear Detroit Arcology:

Adrian Laurenzi; Damian Cook; Paul Pham

1420 Washington Blvd, Suite 301 Detroit, MI 48226 T: 313-736-5957 E: info@detroitjustice.org www.detroitjustice.org

Whitley Granberry Staff Attorney, Economic Equity Direct Dial: 313-925-3204 wgranberry@detroitjustice.org

![page1image47010304|41.040000x0.720000](blob:https://forum.detroitarcology.org/75ce9e74-e024-4fb7-8862-e6403208b02c)

It was a pleasure meeting with you all to hear about your vision and enthusiasm for Detroit Arcology. This letter contains the proposed legal services agreement between your business, Detroit Arcology (the Company), and Detroit Justice Center (DJC). Please review this letter closely and contact me if you have questions or if this letter does not accurately reflect our agreement. If you agree with the terms below, please sign and return this letter, keeping a copy for your records. Your signature is required to establish the attorney-client relationship, and we are not able to begin work without it.

I. Engagement

The Company, Detroit Arcology, is the client, and you, Adrian, Damian, and Paul, are its representatives. If you wish to designate an additional representative, please include their name, title, and contact information on the final page of this document. All communications between the Company or its agents and Detroit Justice Center are privileged and confidential to the extent they are not disclosed by you.

The following legal services will be provided by DJC:

1. Review of operating agreement;
2. Research and analysis on business structure options;
3. Recommendations for next steps; and
4. Assistance implementing recommendations as needed.

This engagement does not include any services not explicitly set forth above, including litigation. This engagement may be revised at any time by the written agreement of the parties.

![page2image36464800|78.350000x51.300000](blob:https://forum.detroitarcology.org/d5075bfd-7083-4e30-b225-610940eb4874) ![page2image46983104|384.960000x0.480000](blob:https://forum.detroitarcology.org/778d887b-363d-47f0-ab09-71e62cfaab4f)

II. Cost and Fees.

DJC is providing this legal representation without charge (pro bono). However, if there are fees, such as filing and registration fees, the Company is responsible for paying such fees. DJC does not pay such fees and will not incur any fees or other costs on your behalf.

III. Termination

Either party may terminate this engagement by notifying the other in writing. The Detroit Justice Center will comply with all applicable ethical considerations should it be necessary to terminate our engagement. For DJC to represent you effectively, it is very important that we work together and have your complete cooperation. Cooperation includes providing the requested information and being reasonably available for consultation. Your failure to cooperate will constitute grounds for Detroit Justice Center to withdraw from representing you and terminate the services under this engagement without any further responsibility.

Upon the conclusion of this representation, you may wish to retain portions of your file, including original documents not previously delivered to you. If you believe documents exist which you prefer not be destroyed, you must notify us as soon as possible after the file has been closed. If we do not receive your request, we will maintain any relevant files as required by state law and ethical considerations for a minimum of 5 years before safely and securely destroying the file.

If this letter accurately reflects our agreement, please sign below and return to our office. You should also keep a copy for your records. You may sign and return as a pdf via email or print and return by U.S. Mail. We look forward to working with you. If you have any questions or comments regarding this engagement letter or the preparation of your application, please do not hesitate to contact us.

[Signatures on Next Page]

www.detroitjustice.org

![page3image36441968|78.350000x51.300000](blob:https://forum.detroitarcology.org/856264b2-3fc3-41e3-8efb-8915ece7a9d4) ![page3image46808064|384.960000x0.480000](blob:https://forum.detroitarcology.org/aedd4117-6490-4e8a-b5de-4d99f6b4b48a)

Detroit Justice Center, by ______________________________

Eric Williams

______________________________ Whitley Granberry

Dated: ________________________

Detroit Arcology, by _______________________________

Paul Pham

_______________________________ Adrian Laurenzi

_______________________________ Damian Cook

Dated: _________________________

www.detroitjustice.org

Here are my proposed answers for the intake questionnaire, feedback or questions are welcome from everyone

PRIVILEGED AND CONFIDENTIAL / ATTORNEY-CLIENT COMMUNICATION
Intake Questionnaire
Name of the organization or project for which you are seeking legal assistance.
* Detroit Arcology LLC

Name, position, and contact information of person Detroit Justice Center (DJC) should contact regarding this matter. If different, also provide the name, position, and contact information for the person completing this form.
* Paul Pham, manager, 253-235-9025, paul@arcology.builders

Please describe in more detail why you are reaching out to DJC, including the type of assistance needed.
* We need help comparing legal structures of a cooperative corporation versus an LLC, how to be taxed, and a parent company owning a property-specific child company.
* We also need help drafting legal operating agreements for both the parent and child companies so that members can contribute time and money and trust that their contributions are accounted for in property sales and rentals.
* We would like the parent company to be a trust that owns land permanently, and issues long-term ground leases that restrict the future resale price of buildings on the land, while still allowing building owners to receive a mortgage to buy the building. Mortgage issuers like U-SNAP BAC and NACA may have never lent to buyers for trust-owned homes before.

Please describe the current phase/state of your business or project.
* We are rehabbing our first house for an affordable housing sale some time in 2022 and have reached the point where outside investment money is needed to complete the project.

Are you working with or have you worked with other attorneys or groups to assist you with the issues, projects, and/or plans described in your responses to questions 3 and 4?
 Yes * No
How did you hear about us?
 Internet __________________________
* DJC Presentation __at Detroit Cultivator Community Land Trust meeting ________________________
 Other ____________________________________________________
Date:
1420 Washington Blvd, Ste 301, Detroit, MI 48226 | T: 313-736-5957 | info@detroitjustice.org | www.detroitjustice.org

Waiting to hear back from you @Dame on both these forms, then I’ll write back to DJC. It can wait until after holidays.

Enjoy family time everyone :christmas_tree:

My full support for moving forward with DJC is noted. Is my signature needed on the document ?

1 Like

Yeah I think all 3 of us need to sign it electronically. @dame can you send me your email address? I can send the document out for you, myself, and @cryptogoth to sign electronically. Then I can save the doc and send it over to DJC for us.

1 Like

There’s also a direct message feature in the forum for private messages like this. You can use the mail envelope icon to check your inbox. I can sign the PDF through there or email.

Signed on HelloSign that’s a cool service!
Thanks @adrian can we use that too for the operating agreement when it’s ready?

Yeah, we certainly can @cryptogoth. I just sent the signed letter over to DJC. Once we get the final version signed by them Ill be sure to upload it to our Google Drive.

I just emailed DJC the signed engagement letter and the questionnaire with the answers you wrote.