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WOMBLE Pr BK 00026 PG-0553 May 12, 2014 <br />C'ARiYf E Page 3 <br />ig4DRIDGE <br />&RIa <br />LLI <br />obligation to provide further notice to you before destroying the files concerning this matter at <br />any time after six years from the conclusion of our representation of you in this matter. <br />INTERNAL ADVICE AND PRIVILEGE <br />WCSR is a multi jurisdictional law firm representing many clients and handling a large <br />number of complex matters each year. As a result, conflict of interest issues arise and, from time <br />to time, may even include disputes between the firm and our own clients over the handling of a <br />matter. Under such circumstances, we need the ability to seek analysis of our obligations from <br />our General Counsel's office or outside counsel without waiving the firm's own attorney - client <br />privilege. We believe that seeking advice is in our clients' interest as well as our own. <br />Accordingly, in engaging us, you consent to our seeking advice from our General Counsel's <br />office or outside counsel of our choosing on legal ethics or related issues that may arise during <br />our representation of the County and that our representation of the County shall not, thereby, <br />waive any attorney- client privilege that WCSR may have to protect the confidentiality of our <br />communication with counsel. <br />LEGAL SUPPORT SERVICE PROVIDERS <br />In an effort to continue delivering cost effective services, our firm uses legal support <br />service providers located both inside and outside the U.S. to assist with help desk and technology <br />issues, word processing, time entry, photocopying and other administrative tasks. In order for <br />these service providers to complete these tasks, we must share certain client information. We <br />have made reasonable efforts to ensure that these services are performed in a manner that is <br />consistent with our firm's obligations under the relevant Rules of Professional Conduct with <br />regards to maintaining client confidentiality and supervision of non - lawyer assistants, and the <br />firm bears responsibility for the resulting work product. As part of the engagement with the firm, <br />you agree and consent to the use of the services of these providers in the manner stated above. <br />We wish to express our sincere appreciation to the County for entrusting this matter to us. <br />If you have any questions or concerns regarding the terms of our engagements, please do not <br />hesitate to give me a call. Otherwise, we would appreciate it if you would execute this letter as <br />indicated below and return a signed copy to us for our files (an emailed copy is fine for our <br />purposes). Please note that if you do not sign and return this letter, your continuation to work <br />with our firm in connection with this matter will constitute your full acceptance of the terms and <br />conditions set forth herein. <br />Sincerely, <br />WOMBLE CARLYLE SANDRIDGE & RICE <br />A Limited Liability Partnership <br />Paul H. Billow <br />