Engagement Letter (Lite Scope) - California

ENGAGEMENT LETTER (LITE SCOPE) — CALIFORNIA

Attorney / Firm Information

Firm Name: [________________________________]
Attorney Name: [________________________________], State Bar of California No. [________]
Address: [________________________________]
City, State, ZIP: [________________________________], CA [__________]
Phone: [________________________________]
Email: [________________________________]
Website: [________________________________]

Date and Client Information

Date: [__/__/____]

To:
Client Name: [________________________________]
Address: [________________________________]
City, State, ZIP: [________________________________]
Phone: [________________________________]
Email: [________________________________]

Re: [________________________________] (Matter Description)
Our File No.: [________________]

Dear [________________________________]:

Thank you for selecting this firm to represent you. This letter sets forth the terms under which we will provide legal services. Please read it carefully.

IMPORTANT CALIFORNIA NOTICE (Bus. & Prof. Code § 6148): California law requires that when it is reasonably foreseeable that total expense to a client, including attorney fees, will exceed one thousand dollars ($1,000), the contract for services shall be in writing. This letter serves as the required written fee agreement. Failure to comply with § 6148 renders this agreement voidable at the option of the client. A signed duplicate copy of this agreement must be provided to the client.

1. Scope of Representation

1.1 General Nature of Legal Services (Required by Bus. & Prof. Code § 6148(a)(2))

We are engaged to represent you in the following matter(s):

[________________________________]
[________________________________]

Type of Matter (check all that apply):

• ☐ Civil Litigation — California Superior Court
• ☐ Civil Litigation — Federal Court (Central / Northern / Eastern / Southern District of California)
• ☐ Family Law / Domestic Relations
• ☐ Criminal Defense
• ☐ Real Estate Transaction
• ☐ Business Formation / Corporate
• ☐ Estate Planning / Probate
• ☐ Employment Law / Labor
• ☐ Administrative / Regulatory Proceeding
• ☐ Immigration
• ☐ Intellectual Property
• ☐ Appeals
• ☐ Other: [________________________________]

1.2 Explicit Exclusions

This engagement does not include the following unless a separate written agreement is executed:

• ☐ Representation in any appeal or post-judgment proceedings
• ☐ Representation in any related or collateral matters
• ☐ Tax advice or tax return preparation
• ☐ Representation in bankruptcy proceedings
• ☐ Collection of any judgment or award obtained
• ☐ Representation before any federal or state agency
• ☐ Any matter not specifically described in Section 1.1 above

1.3 Limited Scope Representation (Unbundled Legal Services)

Under California Rules of Professional Conduct Rule 1.2(b), a lawyer may limit the scope of the representation if the limitation is reasonable under the circumstances, the client gives informed consent, and the limitation is not otherwise prohibited by law or rule.

• ☐ This engagement is for limited scope representation as follows:
  [________________________________]
  [________________________________]

Client acknowledges: Limited scope means the attorney will handle only the tasks specifically identified above. The client is responsible for all other aspects of the matter.

California-Specific Note: California Code of Civil Procedure § 284 and California Rules of Court, Rule 3.37 permit limited scope representation. An attorney providing limited scope representation in litigation must file a notice of limited scope representation (Judicial Council Form CIV-141). Upon completion of the limited scope services, the attorney may withdraw by filing a notice of completion (Form CIV-142) without a motion or court order.

2. Fee Arrangement

2.1 Respective Responsibilities (Required by Bus. & Prof. Code § 6148(a)(3))

Attorney responsibilities: Attorney will exercise professional judgment and skill in providing the legal services described herein, keep Client reasonably informed of significant developments, respond to reasonable inquiries, and comply with all applicable rules of professional conduct.

Client responsibilities: Client will cooperate fully, provide truthful information, respond timely to communications, attend required proceedings, and pay all fees and costs as agreed.

2.2 Basis of Compensation (Required by Bus. & Prof. Code § 6148(a)(1))

Select the applicable fee arrangement:

☐ Option A: Hourly Rate

• Time is billed in increments of [____] of an hour (typically 1/10th = 6 minutes).
• Billable activities include legal research, drafting, telephone calls, emails, court appearances, travel time, and related tasks.
• Rates are subject to adjustment upon 30 days' written notice to the client.

California Note (CRPC Rule 1.5(a)): A lawyer shall not make an agreement for, charge, or collect an unconscionable or illegal fee. California evaluates unconscionability by examining the totality of the circumstances, including whether the fee was negotiated or imposed, the client's sophistication, and the informed consent of the client.

☐ Option B: Flat Fee (Statutory Fee / Fixed Fee)

• Total flat fee for the above-described scope of work: $[________________]
• Payment schedule:
• $[________________] due upon execution of this agreement
• $[________________] due on [__/__/____]
• $[________________] due upon completion

California Note on Flat Fees (CRPC Rule 1.15 and Rule 1.5): Under California law, a flat fee is not earned until the services for which it was paid have been completed, unless the client provides informed written consent that the fee is earned upon receipt. If the flat fee is not yet earned, it must be deposited into the client trust account (CTA). California Rule 1.15(a) requires that all funds held for the benefit of clients must be in a client trust account. A "true retainer" (payment solely for the attorney's availability) must be clearly distinguished from an advance fee.

• ☐ Flat fee is earned upon receipt (client provides informed written consent below)
• ☐ Flat fee is earned as services are performed (held in trust until earned)

☐ Option C: Contingency Fee (Bus. & Prof. Code § 6147)

CALIFORNIA CONTINGENCY FEE REQUIREMENTS (Bus. & Prof. Code § 6147): A contingency fee agreement must be in writing, signed by both the attorney and client, and a duplicate copy must be provided to the client at the time the contract is entered into. The written agreement must include: (1) the contingency fee rate; (2) how disbursements and costs affect the fee and the client's recovery; (3) any additional expenses for which the client may be responsible. Failure to comply renders the agreement voidable at the client's option.

• Attorney's fee shall be [________]% of the gross recovery obtained.
• If the matter is resolved:
• Before filing suit: [________]%
• After filing suit but before trial: [________]%
• During or after trial: [________]%
• On appeal: [________]%

Medical Malpractice Cap (Bus. & Prof. Code § 6146): If this matter involves a claim against a healthcare provider, attorney fees are limited to the following MICRA sliding scale:
- 40% of the first $50,000 recovered
- 33.33% of the next $50,000 recovered
- 25% of the next $500,000 recovered
- 15% of amounts exceeding $600,000

Client Acknowledgment: If subject to § 6146, these are the maximum limits; a lower rate may be negotiated.

• Expenses and costs shall be deducted: ☐ Before ☐ After the contingency fee is calculated.
• Client is responsible for costs and expenses regardless of outcome: ☐ Yes ☐ No
• Client may void the contract within a reasonable time after signing: Client understands this right.

☐ Option D: Hybrid Arrangement

Description: [________________________________]
[________________________________]

2.3 Billing and Payment Terms

• Invoices will be issued: ☐ Monthly ☐ Bi-monthly ☐ Quarterly ☐ Upon completion
• Payment is due within [____] days of the invoice date.
• Payments may be made by: ☐ Check ☐ Credit Card ☐ Wire Transfer ☐ ACH
• A late charge of [____]% per month (not to exceed [____]% annually, subject to California Civil Code § 1671 regarding liquidated damages reasonableness) will be assessed on balances overdue more than [____] days.

California Usury Note: California Constitution, Article XV, Section 1 and California Civil Code §§ 1916-1 et seq. govern interest rates. Non-exempt lenders are limited to the greater of 10% per annum or 5% plus the Federal Reserve Bank discount rate. Attorneys should ensure interest charges comply with usury laws.

3. Retainer and Trust Account

3.1 Initial Retainer

• An initial retainer of $[________________] is required before work commences.
• The retainer will be deposited into our Client Trust Account (CTA) in accordance with California Rules of Professional Conduct Rule 1.15.
• The retainer will be applied against fees and costs as they are incurred. Invoices will reflect amounts drawn from the retainer.

3.2 Replenishment

• If the retainer balance falls below $[________________], Client agrees to replenish the retainer to the original amount within [____] days of written notice.
• Failure to replenish the retainer may constitute grounds for withdrawal from representation pursuant to California CRPC Rule 1.16.

3.3 California Client Trust Account / IOLTA Information

California IOLTA Requirement (CRPC Rule 1.15 and Bus. & Prof. Code § 6211): All funds received or held for the benefit of clients by a member of the State Bar must be deposited in one or more identifiable bank accounts labeled "Trust Account," "Client's Funds Account," or similar. Client funds that are nominal in amount or held for a short period (so that they cannot earn net income for the client) must be deposited in a pooled IOLTA account. Interest from IOLTA accounts is remitted to the State Bar of California for distribution to legal aid organizations throughout the state. Larger amounts must be placed in a separate interest-bearing account for the client's benefit.

Record-Keeping: California Rule 1.15(d) requires attorneys to maintain complete records of all client trust account funds and other property for a minimum of five years after final distribution.

3.4 Refund of Unearned Fees

Upon termination of the engagement for any reason, any unearned portion of the retainer or advance fee will be promptly refunded to the Client, as required by California CRPC Rule 1.16(e).

4. Costs and Expenses

In addition to attorney fees, Client is responsible for all costs and expenses incurred in connection with the matter, including but not limited to:

• ☐ Court filing fees and service of process fees
• ☐ Deposition and transcript costs
• ☐ Expert witness fees and consulting fees
• ☐ Travel expenses (mileage, lodging, meals)
• ☐ Copying, printing, and scanning charges
• ☐ Postage and courier / delivery fees
• ☐ Online legal research charges (Westlaw, LexisNexis, etc.)
• ☐ Mediation and arbitration fees
• ☐ Process server fees
• ☐ Jury fees
• ☐ Other: [________________________________]

Costs and expenses will be: ☐ Advanced by the firm and billed to Client ☐ Billed directly to Client for payment before incurred

5. Client Responsibilities

Client agrees to:

• ☐ Provide complete, truthful, and timely information and documents relevant to the matter
• ☐ Respond promptly to all communications from this firm (within [____] business days)
• ☐ Appear at all scheduled court hearings, depositions, mediations, and other proceedings
• ☐ Keep the firm informed of any changes in contact information (address, phone, email)
• ☐ Pay all invoices and replenish retainers when due
• ☐ Not discuss the case with opposing parties or their attorneys without consulting this firm first
• ☐ Cooperate fully in discovery and document production
• ☐ Make timely decisions regarding settlement offers and litigation strategy

Failure to fulfill these responsibilities may impair our ability to represent you effectively and may constitute grounds for withdrawal under California CRPC Rule 1.16(b).

6. Communication Policy

6.1 Primary Point of Contact

• Lead attorney for this matter: [________________________________]
• Paralegal / assistant contact: [________________________________]

6.2 Response Times

• We will endeavor to respond to client inquiries within [____] business days.
• Urgent matters should be communicated by telephone to [________________________________].
• Routine status updates will be provided: ☐ Monthly ☐ As developments occur ☐ Upon request

California Note (CRPC Rule 1.4): A lawyer must promptly inform the client of any decision or circumstance requiring the client's informed consent; reasonably consult with the client about the means by which the client's objectives are to be accomplished; keep the client reasonably informed about significant developments; and promptly comply with reasonable requests for information. This includes providing copies of significant documents.

6.3 Preferred Communication Method

• ☐ Email
• ☐ Telephone
• ☐ Secure client portal
• ☐ U.S. Mail
• ☐ Text message (for scheduling only)

6.4 Electronic Communication Confidentiality Warning

Important Notice: Email and other electronic communications are not inherently secure. While we take reasonable steps to protect confidentiality under California CRPC Rule 1.6(a), there is a risk of interception by third parties. By consenting to electronic communication, Client acknowledges and accepts this risk. California CRPC Rule 1.6(c) requires a lawyer to make reasonable efforts to prevent the inadvertent or unauthorized disclosure of, or unauthorized access to, confidential information.

7. Termination of Representation

7.1 Client's Right to Terminate

Client may terminate this engagement at any time, for any reason, by providing written notice to the firm. Client remains responsible for payment of all fees earned and costs incurred through the date of termination. Under California Bus. & Prof. Code § 6148, if the client terminates the agreement, the attorney is entitled to collect a reasonable fee for services rendered.

7.2 Attorney's Right to Withdraw

The firm may withdraw from representation as permitted under California Rules of Professional Conduct Rule 1.16, including but not limited to situations where:

• ☐ Client fails to pay fees or costs when due (after reasonable warning)
• ☐ Client fails to cooperate or follow reasonable advice
• ☐ Continued representation would result in a violation of the Rules of Professional Conduct or the State Bar Act
• ☐ Client engages in conduct that renders representation unreasonably difficult
• ☐ The client's claim or defense is not warranted under existing law
• ☐ Other permissive grounds under CRPC Rule 1.16(b)

Withdrawal is subject to court approval where required under California Code of Civil Procedure § 284 and California Rules of Court, Rule 3.1362 (motion to be relieved as counsel).

7.3 File Return

Upon termination, the firm will promptly release to the client all client papers and property. Under California CRPC Rule 1.16(e)(1), a lawyer must promptly release to the client all client materials and property. The firm may retain copies for its records. An attorney's lien under California Code of Civil Procedure § 1032 may apply for unpaid fees, but this does not permit withholding of the client file to the client's detriment.

8. Conflicts of Interest and Ethics Disclosures

8.1 Conflict Check

We have conducted a conflict check as of the date of this letter and have not identified any conflicts of interest that would prevent us from representing you in this matter. If a conflict arises during the course of representation, we will promptly notify you and take appropriate action under California CRPC Rules 1.7 and 1.9.

8.2 Waiver of Conflict (if applicable)

• ☐ A potential conflict of interest has been identified and is described as follows:
  [________________________________]
  [________________________________]

Client provides informed written consent to the conflict after full disclosure: ☐ Yes ☐ No

California Note (CRPC Rule 1.7): California requires informed written consent for conflict waivers. The consent must be in writing and must explain the relevant circumstances and the actual and reasonably foreseeable adverse consequences to the client.

8.3 Former or Current Client Relationships

• ☐ This firm has previously represented or currently represents: [________________________________]
  in matters that are: ☐ Related ☐ Unrelated to the current engagement.

9. Limitation of Liability and Dispute Resolution

9.1 Fee Disputes — California Mandatory Fee Arbitration Act (MFAA)

IMPORTANT CALIFORNIA NOTICE (Bus. & Prof. Code §§ 6200-6206): California law provides you with the right to arbitrate any dispute over attorney fees through the Mandatory Fee Arbitration Act (MFAA). If you request MFAA arbitration and the dispute falls within the program's parameters, the attorney's participation is mandatory. Arbitration is available through your local county bar association's fee arbitration program. Prior to or at the time of service of a lawsuit to collect fees, the attorney must give written notice of the client's right to MFAA arbitration.

Client's Right to MFAA Arbitration: You may have the right to submit fee disputes to arbitration under the Mandatory Fee Arbitration Act, Business and Professions Code §§ 6200-6206. This process is available through the [________________________________] County Bar Association.

9.2 Other Dispute Resolution

• ☐ Client and Attorney agree to mediation before any arbitration or litigation
• ☐ Fee disputes not subject to MFAA shall be resolved by litigation in the courts of California

9.3 Limitation of Liability

California Note: Under California CRPC Rule 1.8.8, a lawyer shall not make an agreement prospectively limiting the lawyer's liability to a client for professional malpractice, unless the client is independently represented in making the agreement. Additionally, a lawyer shall not settle a malpractice claim with an unrepresented client without first advising the client in writing to seek independent counsel.

• ☐ No limitation of liability applies
• ☐ With independent counsel's consent, liability is limited to: $[________________]

10. No Guarantee of Outcome

Client understands and acknowledges that:

• No attorney can guarantee the outcome of any legal matter.
• Any expressions of opinion regarding the likely outcome or potential value of a case are based on the attorney's professional judgment and experience but are not promises or guarantees.
• The legal system is inherently uncertain, and outcomes depend on many factors beyond the attorney's control.
• Past results in similar matters do not guarantee a similar outcome in Client's case.

11. Governing Law

This agreement shall be governed by the laws of the State of California, the California Rules of Professional Conduct, and the State Bar Act (Bus. & Prof. Code § 6000 et seq.). Any disputes arising from this agreement shall be resolved in the Superior Court of [________________________________] County, California, or the applicable federal district court, subject to the client's MFAA rights described in Section 9.

12. Entire Agreement and § 6148 Compliance

This letter constitutes the entire agreement between the parties regarding the subject matter herein and satisfies the requirements of California Business and Professions Code § 6148. It supersedes all prior oral and written agreements or understandings. This agreement may not be modified except by a written instrument signed by both parties.

California § 6148 Exceptions: A written fee agreement is not required where: (1) services are rendered in an emergency to avoid foreseeable prejudice to the client's interests; (2) an understanding as to the fee is implied by the fact that the attorney's services are of the same kind as previously rendered to and paid for by the client; or (3) the client knowingly states in writing, after full disclosure, that a writing concerning fees is not required.

13. Acknowledgment and Signatures

By signing below, Client acknowledges that:

• ☐ Client has read and understands the terms of this engagement letter
• ☐ Client has had an opportunity to ask questions about the terms
• ☐ Client agrees to the scope of representation described herein
• ☐ Client agrees to the fee arrangement selected above (Bus. & Prof. Code § 6148 compliance)
• ☐ Client understands the right to MFAA fee arbitration (Bus. & Prof. Code §§ 6200-6206)
• ☐ Client understands that no outcome is guaranteed
• ☐ Client has received a signed duplicate copy of this agreement (as required by § 6148)

Attorney Signature

Attorney Name: [________________________________]
Signature: ______________________________________
Date: [__/__/____]
State Bar of California No.: [________________]

Client Signature

Client Name: [________________________________]
Signature: ______________________________________
Date: [__/__/____]

If Client is an entity:
Printed Name of Authorized Representative: [________________________________]
Title: [________________________________]

14. Attachments Checklist

• ☐ Fee Schedule (if applicable)
• ☐ Contingency Fee Agreement Addendum per Bus. & Prof. Code § 6147 (if applicable)
• ☐ Medical Malpractice Fee Disclosure per Bus. & Prof. Code § 6146 (if applicable)
• ☐ Conflict Waiver — Informed Written Consent (if applicable)
• ☐ IOLTA / Client Trust Account Disclosure
• ☐ Privacy and Electronic Communication Policy
• ☐ Limited Scope Representation Agreement (Judicial Council Form CIV-141, if applicable)
• ☐ Client Intake Questionnaire
• ☐ Authorization for Release of Information
• ☐ Other: [________________________________]

Sources and References

• California Rules of Professional Conduct (2023) — https://www.calbar.ca.gov/sites/default/files/portals/0/documents/rules/Rules-of-Professional-Conduct.pdf
• California Bus. & Prof. Code § 6148 (Written Fee Agreements) — https://leginfo.legislature.ca.gov/faces/codes_displaySection.xhtml?lawCode=BPC&sectionNum=6148.
• California Bus. & Prof. Code § 6147 (Contingency Fee Agreements) — https://leginfo.legislature.ca.gov/faces/codes_displaySection.xhtml?sectionNum=6147.&lawCode=BPC
• California Bus. & Prof. Code § 6146 (Medical Malpractice Fee Cap) — https://leginfo.legislature.ca.gov/faces/codes_displaySection.xhtml?sectionNum=6146.&lawCode=BPC
• California Bus. & Prof. Code §§ 6200-6206 (Mandatory Fee Arbitration Act) — https://law.justia.com/codes/california/2005/bpc/6200-6206.html
• State Bar of California — Mandatory Fee Arbitration — https://www.calbar.ca.gov/legal-professionals/legal-resource-center/mandatory-fee-arbitration-program-resources
• State Bar of California — Client Trust Accounting & IOLTA — https://www.calbar.ca.gov/legal-professionals/maintaining-compliance/client-trust-accounting-iolta
• State Bar of California — Sample Written Fee Agreement Forms — https://www.calbar.ca.gov/sites/default/files/agenda/agendaitem1000011977.pdf
• California Rules of Court, Rule 3.37 (Limited Scope Representation) — https://www.courts.ca.gov/rules.htm

This template is provided by ezel.ai for informational purposes only. It does not constitute legal advice. California has unique ethics rules that differ from the ABA Model Rules. You must have this document reviewed and customized by a qualified attorney licensed in California before use.