Sample Non-Engagement Letter Template printable pdf download

WARNING AND DISCLAIMER : The above information was prepared by The Bar Plan for general information

purposes, and should not be construed as legal advice or legal opinion with regard to any specific circumstance or

set of facts. This list is not inclusive of all the possible or required contents for such letters, and each attorney

preparing such a letter must make an independent evaluation of the necessary and required contents, given the

circumstances of the representation.

Non-Engagement Letter Basics

A non-engagement letter should identify the basis of the relationship with a non-client, whether

that is a consultation for a proposed engagement, or a relationship arising out of a non-client’s

participation in a transaction with a client (i.e. buyer in a real-estate transaction).

The non-engagement letter should include reference to time deadlines or statutes of limitations.

The letter should warn that the passage of time may bar pursuit of the matter. Generally

speaking, reference to a specific time deadline is to be avoided, as it may be incorrect. However,

if information is elicited during the initial meeting indicating when the deadline or statute of

limitations runs, the date and circumstances of the receipt of the information should be

referenced.

If it appears that a time deadline may be an immediate problem, a very strong admonition to seek

immediate competent legal counsel should be included, including a strong warning about the

immediate statute of limitations problem and the circumstances giving rise to that conclusion.

The attorney expresses an opinion upon the merits of the case in a non-engagement letter at his

or her peril. Such an opinion may be construed as legal advice. If expressed, such an opinion

must be carefully researched and should always state that other attorneys may reach a different

opinion.

If the firm will be providing any service either to the non-client or for the non-client’s benefit, in

a related or different matter, this limited service should be set forth and distinguished in a

separate engagement letter.

If any documents were provided to the attorney in the course of the consultation regarding a

possible engagement, the non-engagement letter should state that these documents are being

returned either with the non-engagement letter or under separate cover.

Consideration should be given to use of the non-engagement letter in situations where courts

have granted third party standing even in the absence of a formal attorney-client relationship,

(i.e. beneficiaries of a will or trust).

Finally, especially in situations where there is an immediate statute of limitations or other serious

problem with a non-client’s claim, consideration should be given to sending a non-engagement

letter certified mail, return receipt requested, while also taking steps to establish a presumption of

receipt by sending a non-engagement letter by regular mail.

Sample Non-Engagement Letter Template