(April 1996)

The Inquirer asks whether a law firm may enter into an agreement with a client requiring the law firm to perform legal services exclusively for that client. The Inquirer states that the client is free to hire another law firm or to seek legal advice from other attorneys at any time.

The Rules of Professional Conduct do not address the proposed arrangement 1, and the Committee is unable to discern any ethical problem inherent in it. It is conceptually no different from the retention of in-house attorneys whose only client is the company employing them.

The Committee notes that because the law firm may need to withdraw from its representation of other clients in order to effect such an arrangement, the firm must, of course, abide by all applicable rules regarding such withdrawal. See, e.g., Rule 1.16.


1. OPTIONAL: The only rule ostensibly on point, Rule 5.6, is inapplicable because the proposed arrangement does not restrict an attorney's right to practice after termination of the relationship.

The Philadelphia Bar Association's Professional Guidance Committee provides, upon request, advice for lawyers facing or anticipating facing ethical dilemmas. Advice is based on the consideration of the facts of the particular inquirer's situation and the Rules of Professional Conduct as promulgated by the Supreme Court of Pennsylvania. The Committee's opinions are advisory only and are based upon the facts set forth. The opinions are not binding upon the Disciplinary Board of the Supreme Court of Pennsylvania or any other Court. They carry only such weight as an appropriate reviewing authority may choose to give it.