RULES OF THE BAMSL FEE DISPUTE COMMITTEE

Adopted as Revised January 23, 2006

Rule 1 General Authority. The Committee is authorized to act as set forth in these Rules by BAMSL.

Rule 2 Purpose of the Committee. The Committee will undertake to resolve fee disputes in accordance with the spirit of these rules. It is BAMSL's desire that parties amicably resolve such disputes.

Rule 3 Internal Organization.

3.01 Chairperson. The President shall appoint one or more Chairpersons of the Committee to serve at the pleasure of the President or until their respective successors shall be appointed. In addition to the powers and duties confided by these rules, a Chairperson shall: have such powers as are necessary to the Committee's orderly functioning which are not inconsistent with these rules; preside at Executive Council meetings; supervise the Committee as necessary; interpret these rules; grant extensions of time to serve justice under these rules; make recommendations to BAMSL's duly constituted bodies regarding Committee operations; respond to inquiries regarding the Committee and its work from all sources, including the public, and Members acting in any capacity, including but not limited to mediators, arbitrators; and delegate such of the Chairperson's functions to other Members and Staff as the Chairperson may deem suitable from time to time.

3.02 Vice Chairperson. A Chairperson may appoint one or more members of the Executive Council as Vice Chairperson. A Vice Chairperson shall serve at the pleasure of the Chairperson, undertake such duties and have such powers as the Chairperson shall assign and delegate, including any duty or power granted to the Chairperson. In the event of the inability or temporary absence of all the Chairpersons to serve or act, the Vice Chairperson shall serve as Chairperson.

3.03 Committee Members. Other Members shall be appointed by the Chairperson or the President. Lay members shall be either residents of the City of St. Louis, or the Counties of St. Louis, St. Charles, Jefferson or Franklin. Lawyers so appointed shall be BAMSL Members. Members shall serve until resignation or removal by the President or the Chairperson. When the Chairperson learns that a Member no longer meets the appropriate qualifications, the Chairperson shall remove such Member. In addition, the Chairperson or the President may appoint as Members persons not otherwise meeting the qualifications for a Member when no other Member is reasonably available to act on behalf of the Committee.

3.04 Staff. BAMSL may assign such staff personnel as it deems necessary from time to time to perform the duties mentioned in these rules, support the work of the Committee, its officers and functionaries and perform ministerial acts.

3.05 The Executive Council. a) Membership of Executive Council. The Executive Council shall consist of the Chairperson, no more than fifteen (15) BAMSL Members, and no more than fifteen (15) lay members of the Committee. They shall be appointed by the President and shall serve at his pleasure or until they shall resign. The Chairperson may create divisions of the Executive Council for the purpose of considering charges.

b) Duties of the Executive Council. In addition to the other functions set forth herein, the Executive Council shall: oversee the work of the Committee as they deem necessary; prescribe and develop forms implementing these rules; prescribe and formulate guidelines and procedures consistent with these rules; and review other matters and charges at the request of the President or the Chairperson.

c) Meetings, Quorum and Voting. The Executive Council shall meet at the call of the President or Chairperson. A quorum consists of three members. Unless otherwise specified, decisions may be made by a majority present and voting.

3.06 Informal Operation. The Committee may act as informally as circumstances permit. Any requirement of an "order," "decision" or other action shall not suggest any formal procedure, unless specifically indicated to the contrary.

3.07 Effect of Rules. The Committee's failure to comply with any particular rule shall not be cause of itself to set aside a decision or act of the Committee.

Rule 4 Jurisdiction.

4.01 General. Unless specifically excluded from its jurisdiction, the Committee shall have jurisdiction over disputes between a client or fee payor and an attorney relating to fees charged by the attorney if the legal services giving rise to the charge were rendered in whole or part in the City of St. Louis, or the Missouri counties of St. Louis, St. Charles, Jefferson or Franklin.

4.02 Exceptions. The Committee has no have jurisdiction of: a) matters where a court or other tribunal has jurisdiction to set or approve a fee to the extent of such jurisdiction, unless with the consent of the tribunal the interested parties agree in writing to the Committee's jurisdiction and the Executive Council approves; b) claims of negligence, including malpractice claims; c) violations of Missouri Supreme Court Rule 4 (the Rules of Professional Conduct), other than Rule 1.5 of Rule 4, to the extent of such violation; d) charges which are beyond the applicable statute of limitations; e) a charge filed by an attorney, unless the client consents to arbitrate and mediate in accordance with Rule 6.02. below; g) a charge filed by an attorney who is not a BAMSL Member at the time of filing; and h)fee disputes totaling $250.00 and under

4.03 Declining Jurisdiction. The Committee may decline to exercise or continue to exercise its jurisdiction at any time when the Executive Council determines at a duly called meeting: a) that the either party has failed to cooperate to the satisfaction of the Executive Council; b) that any interested person is unable to be made a party; or c) by a unanimous vote, that the Committee should decline jurisdiction for any other reason.

4.04 Stay of Proceedings. Without any effect upon its jurisdiction, the Committee may stay proceedings for any reason including that a pending suit involves the subject matter of the charge.

4.05 Limitation Upon Relief. The Committee will not grant relief to a fee payor in excess of the amount paid by the fee payor to the attorney and relief from any obligation to pay any additional fee claimed by the attorney. The Committee will not grant relief to the attorney in excess of the amount which was agreed to be paid by the client under an express or implied agreement.

Rule 5 BAMSL Members' Duties.

BAMSL members are strongly encouraged to: cooperate with the Committee in performance of its functions; submit fee disputes to the Committee; refrain from filing lawsuits to collect fees when a charge is pending; stay pending lawsuits while a charge is pending; and include a provision in written fee contracts that disputes be brought to the Committee.

Rule 6 Initiating and Processing Charges.

6.01 Forms. The Committee shall provide forms for filing a charge. The Committee may also furnish additional materials it deems appropriate, including explanations of the function of the Committee and its procedures.

6.02 Filing Charges. A fee dispute shall be initiated by filing a properly completed charge, along with an agreement to arbitrate, in substantial conformity with the forms prescribed by the Executive Council. A charge shall be signed by the complainant and shall contain the following language in ten-point or larger bold type:

The undersigned authorizes The Bar Association of Metropolitan St. Louis ("BAMSL") to undertake the resolution of this charge in accordance with its rules and irrevocably accepts the applications of such rules. The undersigned authorizes BAMSL to process, investigate, adjudicate, determine and take such additional action as it shall deem necessary or appropriate with respect to all aspects of the matters mentioned in the charge filed herein or in any way related thereto (the "Matters"). Without limiting the foregoing, (a) BAMSL is authorized to discuss the Matters with any person, including but not limited to the complainant's attorneys, and others that BAMSL deems necessary or useful in its sole discretion, and (b) obtain such documents or other information related to the Matters which BAMSL deems necessary or useful in its sole discretion. The undersigned waives any and all privileges regarding such information, including but not limited to the attorney-client privilege. In addition, the undersigned hereby (a) forever waives any and all claims and causes of action which may now or hereafter arise against BAMSL, any of its committees, members, agents, employees, servants or any other person acting on behalf of any of them in connection with the Matters, and the processing, investigation, adjudication, determination or other action taken with respect to the Matters, including such claims as may arise through the gross negligence of any of the aforesaid persons, and (b) agrees to hold all such persons harmless and indemnify them against any such claim.

6.03 Receipt of Complaint. When a complaint is filed, the Committee will endeavor to: acknowledge receipt; provide a copy of the charge, an agreement to arbitrate and the substantive rules of the Committee to all persons shown by the charge to have an interest; provide a copy of the charge to the mediator; and d) provide other information or take any other action that the Committee shall deem advisable from time to time. All persons receiving the agreement to arbitrate shall sign and return it to the Committee within fifteen (15) days of mailing by the Committee. The agreement to arbitrate shall include the language set forth in Rule 6.01. At the discretion of the arbitrators and/or the Chairperson, a signed agreement to arbitrate may be accepted at a later time.

Rule 7 The Facilitator.

7.01 Overview. The Facilitator should review the complaint, obtain additional information from any source, encourage both parties to sign the Agreement to Binding Arbitration (in the event that a settlement is not feasible) and attempt to resolve the matter. If the facilitator is unable to resolve the matter the facilitator should submit copies of the signed Arbitration Agreement, if applicable, and a report to the Committee regarding: a) the facts surrounding the charge; b) whether there is a meritorious fee dispute; c) whether the Committee has jurisdiction; d) whether the dispute is moot or should be dismissed; e) whether the matter is suitable for arbitration f) any other matter which the facilitator believes should be brought to the Committee's attention.

7.02 General. The assigned facilitator will gather the facts of the fee dispute and assist the parties in reaching a resolution. Alternate facilitator may be appointed to serve in the event that an assigned facilitator is unable to serve. Facilitators shall be assigned by the staff subject to removal by the Chairperson at any time, including during facilitation. Facilitators shall be Members approved by the Chairperson.

7.03 Purpose. To assists parties to reach a mutually acceptable settlement and does not render a decision.

7.04 Scheduling. The facilitator may schedule to meet with all parties involved as s/he feels necessary whether by telephone conference or a face to face meeting. In general, the facilitator should endeavor to complete the facilitation within sixty (60) days of receiving the complaint. Parties shall be notified of a telephone/personal meeting with the facilitator at least ten (10) days in advance by the facilitator.

7.04 Matters to be Considered. A facilitator may consider any fact helpful in achieving settlement. Formal rules of evidence do not apply. Prior to facilitation, each party may provide the facilitator with a written position statement and any other material designed to assist settlement.

7.05 Conduct of Facilitation. Counsel for the consenting parties and counsel for BAMSL may be present at a face to face meeting. A facilitator may establish conditions regarding the presence of others. The consenting parties should reduce any settlement agreement to a signed writing which the facilitator will forward to the Committee. When a facilitator determines settlement is not feasible, the facilitator should so inform the Committee (see Rule 7.01) which will take further action consistent with these rules, including without limitation, arbitration or dismissal of the complaint.

7.06 Effect of Agreement and Enforcement. If an attorney fails to honor a settlement agreement, the Chairperson may appoint a Member to represent any other consenting party in enforcing the settlement. Without Committee assistance, a party may enforce the settlement thorough legal means.

Rule 8 Processing Reports

8.01 Processing Reports. a) Referral to Chairperson. Reports recommending a complaint be arbitrated or dismissed shall be referred to the Chairperson, who may order that the matter so proceed, refer the matter to the Executive Council, return the matter for further facilitation or take other appropriate action.

b) Referral to Executive Council. The Executive Council shall consider charges referred by the Chairperson and reports recommending that charges be dismissed. The Executive Council may order a such matters be arbitrated, dismissed, or return the matter for further facilitation or take other appropriate action. Only the Executive Council may dismiss a charge.

8.02 Access to Reports. Consenting parties may obtain a copy of the facilitator's report upon request, unless the Executive Committee or the Chairperson instructs otherwise. The same may also be furnished by the Committee without a request. Unless the Chairperson instructs otherwise, as necessary to perform their respective functions all arbitrators and counsel for BAMSL shall be entitled to the Committee's file relating to the charge.

Rule 9 Arbitration.

9.01 General. A complaint shall be referred to arbitration when a) the other provisions of these rules have been complied with and b) a complaint may be referred for an ex parte hearing when all interested parties other than the attorneys have consented within the period set forth in Rule 6.03 above and the Committee for good cause approves the same.

9.02 Appointment of Arbitrators. One arbitrator who is a BAMSL Member shall be appointed to hear a complaint involving $3,500.00 or less. If a complaint involves more than $3,500.00, three Members shall be appointed as arbitrators consisting of one BAMSL Member and two others. In addition, one or more alternate arbitrators may be appointed to serve in the event that an assigned arbitrator is unable to serve. The amount involved may be determined by the Chairperson, subject to review by the Executive Council, from time to time. However, such determination shall not limit the amount or type of relief. Arbitrators shall be appointed by the staff subject to removal by the Chairperson at any time, including after the hearing but before an award is made. Until the hearing is convened, the BAMSL Member shall act as the chair of a three-arbitrator panel, and in the event of such person's temporary unavailability, the Chairperson or his designee shall so act.

9.03 Scheduling. With necessary Committee assistance, arbitrators should promptly schedule and complete the arbitration. Consenting parties shall be served written notice of the arbitration at least ten (10) days in advance. Such service may be personal or by registered mail. Non-consenting parties may also be notified by appropriate means at the discretion of the Committee.

9.04 Arbitrators' Absence or Disability. Sole Arbitrator. If a complaint involves $3,500.00 or less but no assigned arbitrator or alternate is available at the hearing, the Chairperson may continue the hearing. If the arbitrator becomes unable to perform his duties after the hearing has begun, the arbitration shall be held for naught and a new hearing scheduled.

Panel Before Hearing. If a complaint involves more than $3,500.00 but sufficient assigned arbitrators and alternates are not available at the hearing to constitute a three-arbitrator panel, the remaining members of the panel shall continue the hearing until the panel is complete unless the consenting parties agree to have the complaint determined by one arbitrator. If the parties so agree, then the arbitrators present shall decide among themselves which will proceed to hear the complaint, or if they cannot reach agreement, the Chairperson shall so decide.

Panel After Hearing Begins. After a hearing begins, if one arbitrator becomes unable to perform his duties, any two of them may render an award. If two such arbitrators become unable to perform their duties, with the agreement of the consenting parties, the one remaining arbitrator may render an award. If the consenting parties cannot agree to having one arbitrator render an award, then the arbitration shall be held for naught and a new hearing scheduled.

9.05 Conduct of Arbitration. a) Matters to be Considered by Arbitrator. Arbitrators will decide the complaint in light of considerations of law, equity and common sense. Arbitrations need not be conducted according to common law, statutory rules of evidence or technical rules of procedure. All evidence which is not irrelevant, immaterial, privileged or unduly repetitious shall be admissible if it is of the type relied upon by reasonable persons in the conduct of their affairs. Arbitrators may request testimony or documents from any admissible source.

b) General Procedure. The consenting parties and the counsel for BAMSL will be afforded full opportunity to present material which may assist in reaching a decision. They are entitled to be heard, present evidence material to the charge and cross-examine witnesses. Each consenting party has the right to be represented by an attorney employed by him or her at the arbitration. Arbitrators may allow opening and closing statements and prescribe the order of proof.

c) Persons to be Present. Except in extraordinary cases where it is detrimental to an orderly hearing, consenting parties are entitled to be present. Any party who desires the presence of any person other than the parties or their attorneys should notify the Committee in advance. Other individuals may be permitted at the hearing or excluded, at the discretion of the arbitrators. The arbitrators may arrange for the presence of any person by telephone or any other means. The cost of assuring the presence of such other person shall be assessed at the discretion of the arbitrators.

d) Failure to Appear. When a consenting party fails to appear after proper notice or an attorney fails to appear, with or without notice, the matter may be heard and determined upon the evidence adduced. Further, when the complainant is the party so failing to appear, the arbitrators may dismiss the charge without a hearing.

e) Testimony. At the request of any consenting party, the counsel for BAMSL or an arbitrator, testimony of any witness shall be given under oath administered by a member of the panel. Before closing a hearing, an arbitrator may specifically enquire whether any consenting party has further evidence. When no further admissible evidence remains to be presented, the hearing shall be concluded.

f) Continued Hearings. Arbitrators may continue a hearing to other times and places giving regard for the consenting parties and a speedy determination of the charge.

g) Written Submissions. If all consenting parties agree, an oral hearing may be waived and the charge submitted upon written statements and documents. However, upon written notice to the consenting parties at any time, the arbitrators may refuse to render an award upon such basis and require oral testimony.

h) Transcript. Any consenting party may have a certified court reporter transcribe a hearing at such party's own expense upon three days' written notice to all other consenting parties. The party requesting the transcript shall make a copy available to the Committee without charge. All other consenting parties shall be entitled to a copy at their own cost. The Committee may request a transcript be made for its own benefit at any time without notice.

i) Subpoenas. An arbitrator, the counsel for BAMSL or a consenting party may request subpoenas for attendance of witnesses and production of documents. All such requests shall be brought to the attention of the Chairperson. An arbitrator may issue or cause such subpoenas to issue as allowed by law.

j) Award. Arbitrators shall endeavor to issue an award within fifteen (15) days of the hearing. An award shall be reduced to a writing signed by the arbitrators joining therein. An award may grant any appropriate relief whether or not requested by the parties, including specific performance. An award need not be in any particular form, but generally may include the jurisdictional facts (i.e., that the hearing was held after due notice pursuant to a written agreement to arbitrate and the parties were given the opportunity to present evidence), a brief statement of the dispute, the findings and the award. The award may encompass costs and expenses related to the proceeding (e.g., costs of service of subpoenas). Unless authorized by law, no attorneys' fees for obtaining the award shall be allowed. The award shall be sent to the Committee, which shall mail the award to the consenting parties. An award may be modified or corrected by the arbitrators upon application of a consenting party mailed to the Committee within twenty (20) days of the delivery of the award to that consenting party. If the arbitrators shall not modify the award, it shall become final thirty (30) days following the mailing of the application.

Rule 10 Enforcement of Award.

10.01 Effect of Award. (a) In Favor of Client. With respect to an attorney who consented to arbitration, unless otherwise explicitly set forth in the award, any award in favor of a client or fee payor which determines, implicitly or explicitly, that no additional money or other obligation is due from the client or fee payor shall: i) terminate all claims of the attorney against the client or fee payor arising out the complant ii) terminate all rights of the attorney to any lien against any property claimed as a result of the fee or other obligation iii) terminate the right of the attorney to oppose substitution of counsel in any matter related to the fee or other obligation.

(b) In Favor or Attorney. With respect to an attorney who consented to arbitration, unless otherwise explicitly set forth in the award, an award which determines, implicitly or explicitly, that the client or fee payor owes additional money or other obligations to the attorney, the satisfaction of such obligations by the client or fee payor shall have the same force and effect as an award under Rule 9.01(a) above.

10.02 Consenting Attorneys. If an attorney agreed to arbitration, an award may be enforced in accordance with law by a court of competent jurisdiction. In his sole, unfettered discretion, the Chairperson may appoint counsel to enforce any such award in favor of a client or fee payor.

10.03 Non-Consenting Attorneys. If an award is made in favor of a client or fee payor requiring an attorney who did not consent to arbitration to make payment or take any other act, then following ten (10) days after the award, the Chairperson, in his sole discretion, may appoint counsel to assist the client or fee payor in a proceeding to enforce the award. If an award is made exonerating a client or fee payor from a claimed fee which was not paid but an attorney did not consent to the arbitration, then the Chairperson may appoint counsel to defend against any proceeding brought by the attorney to collect the fee from which the client or fee payor was exonerated, to vacate any lien upon property to the extent of such exoneration, or take other reasonable action.

10.04 Cost and Duties of Counsel. No fee for counsel shall be charged to the client or fee payor for any counsel appointed pursuant to Rule 9.02 or 9.03 above. However, without the approval of BAMSL, neither the Committee nor such counsel shall undertake to defend against any matter in the nature of a counterclaim, or pursue any matter which was not within the jurisdiction of the Committee. All costs of such action shall be paid or advanced by the party pursuant to such terms as counsel may establish, and in no event shall BAMSL be responsible for such costs.

10.05 Venue. By executing the agreement for arbitration and/or mediation, the parties irrevocably consent to the jurisdiction of the Circuit Court of St. Louis County and/or the City of St. Louis, Missouri, in addition to any other court which may have jurisdiction to enforce the award.

Rule 11. Miscellaneous.

11.01 Matters Pertinent to Arbitration. a) Applicable Law. Except as otherwise set forth, arbitration shall be subject to the provisions of Chapter 435 R.S. Mo.

b) Location. Facilitation and arbitration sessions may be scheduled at a BAMSL location or other site selected by the facilitators or arbitrators. Sessions may be held by conference call or any other means selected by the arbitrators or facilitators.

11.02 Violations of Disciplinary Rules. Any matter relating to violation of Missouri Supreme Court Rule 4 may be referred by the Committee to the Chief Disciplinary Counsel or any other duly constituted authority. The duty of any lawyer to report such violation is not affected by these rules, and any lawyer concerned about such violation is referred to Rule 8.3 of Rule 4.

11.03 Conflicts and Ethical Concerns. Any person requested to perform any duty for the Committee shall disclose to the Chairperson any reason impairing him from ethically or conscientiously undertaking such duty. If the Chairperson determines that it would not be appropriate or desirable to have such person perform the requested duty, the Chairperson shall appoint another Member. If the Chairperson has any reason impairing him from ethically or conscientiously undertaking any duty, then the Chairperson shall disclose the same to any other Chairperson or the Vice Chairperson who shall undertake such duty. In the event that all Chairpersons and Vice Chairperson shall be so impaired, then the Chairperson shall appoint another Member to perform such duty.

11.04 Confidentiality. a) Except as otherwise provided herein or as the Chairperson or Executive Council shall determine to carry out the purposes of these Rules and the Committee's functions or to enforce Rule 4 of the Missouri Rules of Court, arbitration proceedings shall be confidential to the extent provided and limited by Missouri law, including R.S. Mo. ' 435.014 and Rule 5.31 of the Missouri Rules of Court.

b) Under such terms as the Executive Council may impose, Committee records may be made available for the purpose of i) reputable academic research; and ii) verification of insurance status or rates with attorney malpractice insurers requiring that disputes be submitted to a fee dispute process as a condition of favorable treatment.

11.05 Record Retention. Members should endeavor to return all files assigned to them to the Committee offices. The Committee may destroy records related to charges from time to time as it deems best.

11.06 Immunity of BAMSL and Others. Neither BAMSL, the Committee, nor any Member or any of their officers, directors, agents, servants or employees shall be a necessary party to any judicial action relating to any proceeding authorized herein or liable for any act or omission in relation thereto. Without detracting from the breadth of the foregoing, the parties shall be deemed to confer upon all such persons the same immunity from all claims in relation to the proceedings mentioned in these rules that a judicial officer or body is entitled to assert against any such claim..

11.07 Notices and Service of Papers. Unless otherwise required by law or explicitly set forth to the contrary herein, any notice required herein shall be given by regular mail and shall be deemed given to all other persons three days following mailing. If notice is required to be given personally, it shall be deemed given when served according to law. If notice is required to be given by certified or registered mail, then it shall be deemed given upon receipt at the last known address of a party. The parties shall keep all other parties and the Committee informed of their addresses at all times. When any party desires to be served with papers at an address other than that shown in the charge, it shall notify the Committee and all other parties in writing. Notice of any subsequent change of address shall be made by like writing.