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]