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Attorney Client Agreement

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ATTORNEY-CLIENT AGREEMENT

This Attorney-Client Agreement (the Agreement) is made and entered into as of by and between Attorney Name: , with business address , and Client Name: , with address .

RECITALS

WHEREAS, Client desires to retain Attorney to provide legal services in connection with the matter described as:

WHEREAS, Attorney has represented that Attorney is qualified and willing to provide the requested legal services and will comply with applicable rules of professional conduct;

WHEREAS, the parties wish to set forth their respective rights and obligations with respect to the engagement;

NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties agree as follows:

1. ENGAGEMENT; SCOPE OF REPRESENTATION

1.1 Engagement. Client hereby retains Attorney to provide legal services as described in this Agreement and Attorney accepts such engagement subject to the terms below. The scope of representation shall be limited to:

1.2 Exclusions. Unless otherwise agreed in writing, Attorney will not provide services outside the described scope, including tax advice, valuation opinions, or other unrelated matters.

2. ATTORNEY RESPONSIBILITIES

Attorney shall exercise reasonable professional skill and judgment in the representation of Client, comply with applicable rules of professional conduct, maintain confidentiality subject to applicable law, and communicate with Client regarding material developments.

3. CLIENT RESPONSIBILITIES

Client shall cooperate fully with Attorney, provide all information and documents relevant to the representation, appear for scheduled meetings and proceedings, and promptly pay fees and costs as required by this Agreement.

4. FEES AND BILLING

4.1 Fee Arrangement. The parties agree that fees will be billed as indicated (select all that apply):

— Hourly rate: $ per hour; billed in increments of hours.

— Flat fee: $; payable as follows:

— Percentage of recovery: ; client responsible for costs unless otherwise agreed.

4.2 Billing and Payment. Attorney will render statements for fees and costs monthly (or at intervals as noted below). Payment is due upon receipt. Billing interval: .

5. RETAINER; TRUST ACCOUNT

Client shall pay to Attorney an initial retainer in the amount of $ to be deposited into Attorney's trust account. Retainer funds will be applied to outstanding invoices in accordance with applicable rules. Any unearned portion will be returned to Client within a reasonable time after final accounting.

Trust account identification or instructions:

6. COSTS AND EXPENSES

Client shall promptly pay or reimburse Attorney for all reasonable costs and expenses incurred in connection with the representation, including but not limited to filing fees, deposition costs, expert fees, travel, courier charges, and copying costs. Estimated out-of-pocket costs:

7. CONFLICTS OF INTEREST

Attorney represents that no conflicts of interest presently exist that would materially impair Attorney's performance under this Agreement, except as disclosed here: If a conflict subsequently arises, Attorney will notify Client and take steps consistent with professional obligations.

8. CONFIDENTIALITY AND ATTORNEY-CLIENT PRIVILEGE

Communications and materials exchanged in the course of the representation are confidential and subject to attorney-client privilege to the extent provided by law. Attorney may disclose confidential information only as necessary to represent Client or as required by law or ethical obligation.

9. TERMINATION; WITHDRAWAL

Either party may terminate this Agreement at any time upon written notice. Attorney may withdraw if permitted by applicable rules and court order. Upon termination, Client shall pay Attorney for all fees and expenses incurred through the effective date of termination and for reasonable costs of transfer or storage of files.

10. FILES; RETENTION; OWNERSHIP

Unless otherwise agreed, original client documents provided to Attorney will be returned upon request. Attorney may retain copies of the file as required by professional obligations. Ownership of attorney work product remains with Attorney subject to Client's right to the file and substantive documents.

11. DISPUTE RESOLUTION

The parties agree to attempt in good faith to resolve disputes arising under this Agreement by mediation prior to initiating litigation. If mediation is unsuccessful, any dispute shall be resolved by binding arbitration conducted by a single arbitrator under the prevailing arbitration rules selected by the parties. Judgment upon the award may be entered in any court of competent jurisdiction.

12. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the state of , without regard to conflict of law principles.

13. ENTIRE AGREEMENT; AMENDMENT; WAIVER

This Agreement constitutes the entire agreement between the parties regarding the subject matter hereof and supersedes all prior agreements. Any amendment or modification of this Agreement must be in writing and signed by both parties. No waiver of any provision shall be effective unless in writing signed by the waiving party.

14. SEVERABILITY

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect to the fullest extent permitted by law.

15. NOTICES

All notices required or permitted under this Agreement shall be in writing and delivered to the addresses set forth above or to such other addresses as either party may designate by written notice to the other. Notices shall be deemed given upon personal delivery, delivery by recognized overnight courier service, or three days after deposit in the U.S. mail, postage prepaid.

16. AMENDMENT; COUNTERPARTS

This Agreement may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument. Facsimile or electronic signatures shall have the same force and effect as original signatures.

17. ADDITIONAL TERMS

Additional provisions agreed by the parties:

Attorney:

Printed Name:

By:

Date:

Client:

Printed Name:

By:

Date:

Enter text✕

What an Attorney Client Agreement Is and Why It Matters

An Attorney Client Agreement is a written contract that establishes the scope of legal services, the attorney-client relationship, fees and billing arrangements, confidentiality obligations, and procedures for termination or dispute resolution. It documents the mutual expectations between lawyer and client, allocates responsibilities, and creates a record used to resolve later disagreements. When executed correctly it supports ethical compliance, clarifies billing practices, and preserves privilege protections while enabling enforceability under U.S. electronic signature laws such as the ESIGN Act and state UETA statutes.

Why a Clear Agreement Protects Both Parties

A written Attorney Client Agreement reduces misunderstandings about scope and fees, establishes confidentiality and privilege expectations, and creates documentary evidence for regulatory or ethical review, improving predictability and dispute resolution.

Why a Clear Agreement Protects Both Parties

Typical Users and Stakeholders

Clear identification of users helps ensure the agreement contains appropriate authority, billing, and confidentiality provisions for the relationship.

  • Law firms and solo practitioners who need documented engagement terms and ethical compliance.
  • Corporate legal departments and in-house counsel managing outside counsel panels and billing rules.
  • Individual clients, business owners, and organizational representatives who need clarity on fees and deliverables.

Core Sections to Include in Every Attorney Client Agreement

A professional agreement is structured to address identity, scope, fees, client responsibilities, confidentiality, and termination or dispute resolution to reduce ambiguity and comply with professional rules.

Parties & Recitals

Identify each party by full legal name, business entity type if applicable, and include background facts or engagement context to reduce later identity disputes.

Scope of Work

Define specific tasks, deliverables, exclusions, and phases. Use measurable milestones or exhibits to limit scope creep and support fee justification.

Fees & Billing

Specify fee structure (hourly, flat, contingency), retainers, billing cycle, expense reimbursement, and consequences for nonpayment including interest or suspension of services.

Client Duties

List client obligations such as providing documents, timely responses, accurate information, cooperation, and approvals needed to meet deadlines and avoid liability.

Confidentiality

State attorney-client privilege expectations, data handling, permitted disclosures, and any HIPAA-specific language for healthcare matters where applicable.

Termination & Disputes

Explain how either party may end representation, notice periods, final accounting, file retention, and the chosen dispute resolution method (arbitration or court).

Step-by-Step: How to Complete the Agreement

Follow a consistent sequence to prepare, review, sign, and store the executed agreement to maintain records and ensure enforceability.

  • 01
    Draft the terms: Complete parties, scope, fees, and exhibits before circulation.
  • 02
    Client review: Allow time for client questions and requested edits.
  • 03
    Finalize signatures: Ensure authorized signers sign and date in the signature block.
  • 04
    Save and archive: Store the signed copy with audit trail and retention metadata.

Setting Up an Online Signing Workflow

Configure the digital workflow to match legal and practice requirements, balancing signer convenience and authentication strength.

Field Configuration
Signer Authentication Email link | SMS code | ID verification when required
Signature Fields Require full name, signature, and date fields for each signer
Conditional Clauses Show fee or scope clauses based on selected options
Notification Rules Set reminders, expiration, and signer order as needed

Digital Signing and Technical Considerations

Ensure the selected configuration preserves an unalterable audit trail, supports necessary integrations, and complies with applicable privacy rules.

  • Authentication Options: Email, SMS, KBA, or advanced ID checks
  • File Formats: PDF, DOCX supported for signed output
  • Integrations: Connectors to case management and document storage

Typical Online Signing Flow

A reliable online signing process follows predictable steps that capture intent, authentication, signature, and storage with an audit trail.

  • Upload Document: Sender uploads the finalized agreement into the platform.
  • Place Fields: Sender adds signature, name, date, and initial fields.
  • Send to Signer: Signer receives secure link or email invitation.
  • Complete Signing: Signer authenticates and applies signature; audit recorded.

Common Timeframes and Notice Periods

Track deadlines for payment, termination notice, and document retention to avoid breaches or fee disputes.

Retainer Due Date:

Retainer typically payable upon signing or before work begins.

Billing Cycle:

Monthly or milestone billing schedules are commonly used.

Termination Notice:

Agreement may require 10–30 days written notice for termination.

Client Document Deadlines:

Clients must provide documents within agreed timeframes to proceed.

Signature Expiration:

Set signing link expiration to reduce stale authorizations.

Common Preparation Mistakes to Avoid

  • Using vague or open-ended scope language that invites disputes and unexpected fees.
  • Failing to identify signer authority, which can render the agreement unenforceable against an entity.
  • Omitting clear fee mechanics, retainers, or expense reimbursement rules, causing billing disagreements.
  • Not capturing client consent for electronic records where consumer-facing disclosures are required under ESIGN.

Risks and Consequences of a Faulty Agreement

Ethics Exposure: Disciplinary risk to attorney
Fee Disputes: Client claims or fee arbitration
Confidentiality Breach: Potential privilege loss
Enforceability Risk: Invalid signatures or signer authority
Regulatory Penalties: Sector fines if privacy violated
Malpractice Claim: Liability exposure and damages

Real-World Examples of Use

Two customer examples show how firms streamline engagements and integrations while maintaining compliance and usability.

Optica Ventures

The interface is simple and easy-to-use for our team; more importantly, it is just as easy for our customers.

  • Rapid onboarding reduced cycle time by weeks.
  • The company used templates and integrations to standardize engagements while preserving security and audit trails for client matters.

Xerox (NetSuite)

airSlate SignNow provides us with the flexibility needed to get the right signatures on the right documents, in the right formats, based on our integration with NetSuite.

  • Integration enabled automated document routing.
  • The integration reduced manual handoffs, improved tracking, and centralized executed agreements for compliance reviews.

Security and Compliance Essentials

Encryption: TLS 1.2/1.3 in transit; AES-256 at rest
Certifications: SOC 2 Type II and ISO 27001 certified
HIPAA Support: HIPAA-compliant with BAA available
Audit Trail: Timestamps, IP, and action logs retained
Authentication: Supports SMS code, KBA, and SSO
Regulatory Standards: 21 CFR Part 11 and ESIGN/UETA support

Frequently Asked Questions and Practical Answers

Answers to common questions about enforceability, signatures, notarization, revocation, and recordkeeping for Attorney Client Agreements.


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