---
name: engagement-letter-drafter
description: Draft a clear engagement letter that defines scope, fees, responsibilities, and terms for a new client engagement. Use this skill whenever a professional services firm is starting work with a client and needs an engagement letter, scope of engagement, or letter of engagement, or says 'draft an engagement letter', 'write up the terms for this client', or 'what should our engagement letter cover'. Trigger whenever a new client relationship needs to be put in writing before the work starts.
---

# Engagement Letter Drafter

## What this does and why it matters
Most scope disputes, write-downs, and awkward fee conversations trace back to an engagement letter that was vague, generic, or never sent. This skill drafts an engagement letter that states exactly what the firm will do, what it will not do, what it costs, and what the client is responsible for, so both sides start aligned. A precise engagement letter is the single cheapest protection a services firm has against scope creep and unpaid invoices.

## Inputs to gather
1. The firm and the client (names, the specific engagement or matter).
2. The scope: the deliverables and the work included, and anything deliberately excluded.
3. The fee basis (fixed fee, hourly with rates, retainer, or milestone) and billing cadence.
4. Client responsibilities: what the firm needs from the client and by when.
5. Timeline, key dates, and any assumptions the estimate depends on.
6. Firm-specific terms (confidentiality, termination, ownership, dispute handling) if provided.

## Method
Write in plain, direct language a non-lawyer client can read once and understand. Define scope by listing what is included as specific deliverables, then a short explicit "not included" list, because what you exclude prevents more disputes than what you include. Tie the fee to the scope so a change in one implies a change in the other, and name the billing cadence and payment terms concretely (net 15, net 30). State client responsibilities as obligations with timing, since most delays are caused by the client, not the firm. Flag every assumption the fee and timeline depend on. Keep boilerplate short and readable; a wall of legalese gets skimmed and signed without understanding, which helps no one.

## Output format
ALWAYS use:

# Engagement Letter: [Client] | [Engagement name]
## Parties and purpose (who, and what this engagement is for)
## Scope of work (included deliverables, specific)
## Out of scope (explicitly excluded)
## Fees and billing (basis, amount, cadence, payment terms)
## Client responsibilities (what we need, and by when)
## Timeline and key dates
## Assumptions (what the fee and timeline depend on)
## Standard terms (confidentiality, ownership, termination, changes)
## Acceptance (signature blocks and date)

## Anti-patterns to avoid
- Listing what is included but never what is excluded.
- Vague fee language that does not tie to scope.
- Burying client obligations so delays become the firm's fault.
- Copying a generic template without tailoring scope, fees, and dates.

## Guardrails
This produces a first draft for a qualified professional to review. It is not legal advice and is not a substitute for review by a licensed attorney in the relevant jurisdiction. Never invent terms, rates, or dates; use placeholders and flag anything assumed. Firm-specific and regulated language must be confirmed before sending.

## Example
An engagement letter for a fixed-fee tax return engagement lists the exact returns covered, explicitly excludes audit representation and prior-year amendments, states the flat fee and a net-15 term, requires the client to deliver documents by a named date, and flags that the fee assumes books are reconciled, then routes to the partner for review.