Your client is vigorously challenging the IRS's determination of your client's stock cost basis that resulted from its recent stock-for-stock acquisition of another company. Your client's claim is being decided within the IRS internal appeals process, not by a court. The IRS will conclude that either a "carryover basis" or a "market value" basis is appropriate.
Your client has agreed to pay you $80,000 if the IRS approves of a "market value" basis. Otherwise, you receive nothing.
a. Is your fee arrangement a contingent fee?
b. Does it comply with the Code of Conduct's Contingent Fee Rule?