Engagement Letter - Legal Services

ENGAGEMENT AGREEMENT FOR LEGAL SERVICES

Date: [__/__/____]

This Engagement Agreement (the "Agreement") is between:

This form is for an hourly or fixed-fee engagement. Do not use it for a contingent-fee matter without replacing the fee provisions with a separately reviewed agreement.

1. Client and Scope of Representation

The Firm represents [CLIENT NAME] only. If the Client is an organization, Alabama Rule of Professional Conduct 1.13(a) provides that the organization is the client, acting through its authorized constituents. The Firm does not represent an owner, officer, director, employee, member, shareholder, affiliate, insurer, or family member unless a separate written agreement says otherwise.

The Firm will provide these services:

[____________________________________________________________]

[____________________________________________________________]

The following services are excluded unless added by a written amendment:

☐ Appeal

☐ Post-judgment collection or enforcement

☐ Tax, business, regulatory, benefits, or insurance-coverage advice

☐ Representation in another matter, proceeding, or forum

☐ Other: [________________________________]

Under Alabama Rule of Professional Conduct 1.2(c), a limitation on the scope must be reasonable under the circumstances and requires the Client's informed consent. Except for the rule's stated exceptions, that consent must be confirmed in writing. This signed Agreement is intended to confirm the completed scope selection.

The Client controls the objectives of the representation and whether to accept a settlement offer. The Firm will consult with the Client about the means used to pursue those objectives.

2. Staffing and Outside Professionals

The responsible lawyer is [NAME]. Other lawyers and supervised staff may work on the Matter at the rates in Exhibit A.

The Firm may incur routine costs authorized by this Agreement up to $[________] for any single item. The Firm will obtain the Client's approval before retaining an expert, investigator, consultant, or other outside professional whose anticipated charge exceeds that amount.

Any separate lawyer or law firm will be engaged, and any division of fees will be handled, only after the disclosures and client participation required by Alabama Rule of Professional Conduct 1.5(e).

3. Fee Selection and Rates

Select and complete one option:

☐ Hourly fee. The Client will pay for work performed at the rates in Exhibit A. Time will be billed in increments of [____] hour.

☐ Fixed fee. The Client will pay $[________] for only the services described in Section 1. The payment schedule is: [________________________________]. Additional or excluded work requires a written amendment.

Alabama Rule of Professional Conduct 1.5(a) prohibits a clearly excessive fee. When the lawyer has not regularly represented the Client, Rule 1.5(b) requires the basis or rate of the fee to be communicated before or within a reasonable time after the representation begins, preferably in writing. This Agreement supplies that communication after the applicable blanks and exhibits are completed.

The Firm may change an hourly rate only after giving [____] days' advance written notice. A rate change does not alter the scope of representation.

This Agreement imposes no interest or late charge. Any proposed interest, late-fee, or collection-charge term must be separately written and reviewed under current law before use.

4. Advance Deposit and Trust Treatment

☐ No advance deposit is required.

☐ The Client will deposit $[________] for future fees and expenses.

This Agreement treats an advance deposit as unearned until the Firm performs the corresponding work or incurs the corresponding expense. Under Alabama Rule of Professional Conduct 1.15(a), unearned attorney fees held until earned must remain in a trust account separate from the Firm's property. Nominal or short-term funds from which the Client cannot earn net income will be handled under the current IOLTA provisions of Rule 1.15(k).

The Firm may withdraw earned fees or incurred expenses after delivering an invoice or other accounting described here: [________________________________]. The Client will replenish the deposit to $[________] within [____] days after written notice.

Any disputed portion in which the Firm and another person claim interests will remain separate until the dispute is resolved, as Rule 1.15(c) requires. Undisputed funds or property to which the Client or a third person is entitled will be delivered promptly, with an accounting upon request as provided by Rule 1.15(b).

5. Expenses

The Client is responsible for the reasonable expenses selected below:

☐ Filing and service fees

☐ Court reporters, transcripts, and records

☐ Experts, investigators, and consultants approved under Section 2

☐ Travel approved in advance by the Client

☐ Postage, delivery, copying, and other charges listed in Exhibit A

☐ Other: [________________________________]

Vendor charges may be paid from the advance deposit or billed directly as stated here: [________________________________].

6. Invoices and Payment Questions

The Firm will send invoices ☐ monthly ☐ at these intervals: [________________________________]. Payment is due within [____] days after the invoice date.

The Client should identify any question or objection promptly and describe the disputed entry. The parties will first attempt to resolve the issue directly. Silence does not convert an unearned fee into an earned fee or waive a protection supplied by current law.

7. Third-Party Payment

☐ The Client will pay all fees and expenses.

☐ A third party may pay: [NAME / RELATIONSHIP].

If a third party pays, the Client's consent after consultation is recorded by the Client's signature below. Under Alabama Rule of Professional Conduct 1.8(f), the arrangement must not interfere with the Firm's independent professional judgment or the client-lawyer relationship, and information relating to the representation remains protected under Rule 1.6. The payer does not become a client or control objectives, settlement, strategy, or confidential information unless a separate lawful agreement says otherwise.

8. Communication and Client Responsibilities

Alabama Rule of Professional Conduct 1.4 requires the Firm to keep the Client reasonably informed, promptly comply with reasonable information requests, and explain the Matter to the extent reasonably necessary for informed decisions.

The Client will provide complete and accurate information, preserve relevant material, keep contact information current, appear when required, and promptly communicate material developments.

9. Confidentiality and Technology

The Firm will protect information relating to the representation as required by Alabama Rule of Professional Conduct 1.6. The rule permits disclosures to which the Client consents after consultation, disclosures impliedly authorized to carry out the representation, and its stated exceptions.

Complete the communication and technology choices after discussing material risks:

☐ Ordinary email may be used with these addresses: [________________________________]

☐ A secure portal will be used: [________________________________]

☐ Cloud or electronic vendors may process information for these functions: [________________________________]

☐ Do not send sensitive information by ordinary text message.

☐ Additional limits or instructions: [________________________________]

No publicity, testimonial, marketing use, or public identification of the Client is authorized by this Agreement. Any later consent must be separately documented after consultation.

10. Conflicts of Interest

The Firm has checked for conflicts based on the information supplied as of [__/__/____]. Disclosures, if any, appear in Exhibit B.

This Agreement is not a blanket advance consent to future conflicts. Alabama Rule of Professional Conduct 1.7 prohibits directly adverse or materially limited representation unless the rule's lawyer-belief and client-consent conditions are satisfied. If a conflict arises, the Firm will evaluate it under the current rules and will continue only if the representation is permitted and the required consent after consultation is obtained; otherwise, the Firm will decline or withdraw as required.

11. Ending the Representation

The Client may discharge the Firm. The Firm may withdraw only as permitted or required by Alabama Rule of Professional Conduct 1.16 and any applicable tribunal requirements. Nonpayment or failure to cooperate may support withdrawal only after reasonable warning and does not eliminate required protective steps or an order to continue representation.

When the representation ends, the Firm will take reasonably practicable steps to protect the Client's interests, including reasonable notice, time to obtain other counsel, surrender of papers and property to which the Client is entitled, and refund of any advance fee not earned. Papers may be retained only to the extent permitted by other law. The Firm's file-retention policy is attached as Exhibit C.

The Matter will end upon: [FINAL EVENT / DATE / WRITTEN CLOSING NOTICE]. Work after that point requires a new agreement or written amendment.

12. Professional-Liability and Dispute Terms

This Agreement does not:

• indemnify the Firm for professional liability;
• prospectively limit the Firm's malpractice liability;
• require arbitration of a fee, malpractice, or professional-misconduct dispute;
• waive a jury trial, disciplinary remedy, or other legal remedy; or
• represent that professional-liability insurance exists or covers a claim.

Alabama Rule of Professional Conduct 1.8(h) restricts prospective malpractice-liability limits and settlements of malpractice claims with an unrepresented client or former client. Any later malpractice-liability or dispute-resolution agreement requires separate current-law review and must not be inferred from this Agreement.

Optional insurance information, if the Firm elects to provide it:

13. General Terms

This Agreement and its completed exhibits state the parties' agreement about this Matter. An amendment to scope or fees must be in writing and accepted by the Firm and Client. If a provision is unenforceable, the remaining provisions remain effective to the extent permitted by law.

The Firm may not assign this Agreement or disclose Client information to a billing purchaser, collection provider, or other third party except under a separately reviewed arrangement that satisfies current confidentiality, conflict, and other law. No transfer relieves the Firm of professional duties.

14. Signatures

The Client confirms that the Client has reviewed the completed Agreement, had an opportunity to ask questions, and received a copy. If a third-party payer is selected, the Client also consents after consultation to that payment arrangement subject to Section 7.

LAWYER / FIRM

Signature: ________________________________________

Name and title: [________________________________]

Date: [__/__/____]

CLIENT

Signature: ________________________________________

Name and title, if applicable: [________________________________]

Date: [__/__/____]

Exhibits

• Exhibit A: Hourly rates, billing increments, and expense charges
• Exhibit B: Conflict disclosures and any consent after consultation
• Exhibit C: File-retention and destruction policy

Sources and References

• Alabama Rules of Professional Conduct — official Alabama Judicial System index
• Rule 1.2 — Scope of Representation
• Rule 1.4 — Communication
• Rule 1.5 — Fees
• Rule 1.6 — Confidentiality of Information
• Rule 1.7 — Conflict of Interest: General Rule
• Rule 1.8 — Conflict of Interest: Prohibited Transactions
• Rule 1.13 — Organization as Client
• Rule 1.15 — Safekeeping Property
• Rule 1.16 — Declining or Terminating Representation