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Engagement letter template for law firms

A letter of engagement for a law firm in the United States: what the firm will do and will not do, how it charges, where the retainer is held, and how either side can end it.

A starting point, not legal advice: have a lawyer in your state read it before you use it.

Letter of engagement

[Date]

[Client name]

[Client address]

Re: [Matter description]

Dear [Client name],

Thank you for asking [Firm name] (the Firm) to represent you. This letter sets out the terms of our engagement.

The client

Our client in this matter is [Client name] only. We do not represent [its owners, officers, employees, or family members] unless we agree to in writing.

Scope of the engagement

We will [describe the work: for example, advise you on and negotiate the purchase of the assets of [Seller name], prepare the purchase agreement and closing documents, and manage the closing].

What is not included

Unless we agree in writing, the engagement does not include [litigation, tax advice, filings in other states, or work after closing]. If you ask us to do more, we will confirm the terms before we start.

Who will work on the matter

[Responsible attorney name] will be responsible for the matter, assisted by [names or roles] as needed.

Fees and billing

We charge by the hour at our current rates: $[amount] for partners, $[amount] for associates, and $[amount] for paralegals, in increments of [one tenth] of an hour. [Or: we will charge a flat fee of $[amount] for the work described above.] We bill monthly, and invoices are due within [30] days.

Retainer

Before we begin, you agree to pay a retainer of $[amount]. We will hold it in our client trust account and apply it to our invoices as they are issued [or: to our final invoice]. Any unused amount will be returned to you when the engagement ends.

Costs

You will also pay costs we incur for you, such as filing fees, courier charges, and searches. We will ask you before incurring any single cost over $[amount].

Conflicts of interest

We have checked for conflicts of interest and found none [or: describe any disclosed conflict and your consent].

Ending the engagement

You may end the engagement at any time by writing to us. We may end it as our professional rules allow, including if invoices are not paid. You will pay for work done and costs incurred until then.

Your file

When the engagement ends, we will return your original documents on request and keep our file for [seven] years, after which it may be destroyed without further notice to you.

Agreement

If these terms are acceptable, please sign below. This letter is our whole agreement about the engagement.

[Firm name], by [Responsible attorney name]

Agreed by [Client name]

About the engagement letter

What an engagement letter is

The agreement between a law firm and its client that sets the scope of the work, the fees, and the terms of the relationship. Professional conduct rules expect the scope and the basis of the fee to be communicated to the client, and many states require it in writing for most matters; your state's rule decides.

A clear letter prevents the two disputes firms have most with clients: what was included, and what it would cost.

What goes in it

Who the client is, and who is not; the matter; what the firm will do and what it will not; who works on it and their rates; how the firm bills; the retainer, how much, where it is held, and how it is applied; costs; the conflicts check; how the firm communicates; how either side ends the engagement; and what happens to the file.

A retainer held against future fees is the client's money until it is earned, so it goes into the firm's client trust account, and card fees must not come out of it.

Sending it with the retainer

Send a new client one link. They give their details once, which fill the letter, sign it, and pay the retainer: by bank transfer, check, or cash into your trust account, recorded by your firm when it arrives, or by card into your operating account. Once the letter is signed by both and the retainer is in, their matter room opens.

Send it for signature on ShareSign

  1. 01

    Step 1

    Download the letter in Word, fill in the brackets, and save it as a template on ShareSign with the client's name and address as fields.

  2. 02

    Step 2

    Set up a client link with the retainer, where it goes, and how it may be paid.

  3. 03

    Step 3

    Send each new client the link. Their details fill the letter, and they sign and pay from one page.

  4. 04

    Step 4

    Your attorney countersigns, and the matter room opens once everything is in.

Send your engagement letter today.