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Opinion 656

Question Presented

Under the Texas Disciplinary Rules of Professional Conduct may a lawyer, as a part of becoming a member of a law firm, enter into an agreement with the law firm that provides that the lawyer is restricted or prohibited from providing legal services to clients of the law firm after the lawyer’s work with the law firm ends?

A Texas lawyer proposes to become a member of a Texas law firm by entering into an agreement with the law firm under the terms of which the lawyer will not be a partner or employee, for federal tax law purposes, of the law firm but will regularly work with lawyers in the firm to provide legal services to law firm clients in return for compensation paid by the firm to the lawyer.  In all public communications, the law firm will refer to the lawyer as “of counsel” to the law firm, and the law firm will treat the lawyer as an independent contractor in the law firm’s accounting and tax reporting with respect to the law firm’s relationship with the lawyer.  The proposed agreement between the law firm and the lawyer includes a provision that prohibits the lawyer, for a specified period after the termination of the relationship between the lawyer and the law firm, from providing legal services to law firm clients for whom the lawyer worked while he was of counsel to the law firm.  The proposed agreement includes no provision concerning retirement benefits for the lawyer. 

Bluebook Citation

Tex. Comm. On Professional Ethics, Op. 656 (2016)