Sample Attorney Opinion Letter

　　Date

　　（Name of Client）

　　President

　　*** Co.， Ltd

　　City， State， ZIP code

　　Re： Opinion Letter Regarding （name of employee， e.g.， fictitious¹ ** **）

　　Dear （Name）：

　　After our initial meeting， I reviewed the papers you sent me regarding the ** **matter. As I understand the situation， Ms.** signed a written employment

　　agreement with your company. The agreement stated that in the event of

　　termination or resignation from her job as your sales associate， Ms. ** would

　　not call upon or sell goods to any of your customers for a period of one year.

　　You have asked me to advise you about your rights， the chance of success， the

　　amount of damages that may be recoverable， the costs involved， and my ability to

　　represent you in this matter.

　　RIGHTS OF *** AGAINST MS. **

　　When Ms. ** signed a written contract with your company， she agreed not to call

　　upon any of your customers for a period of one year. This is called a

　　restrictive covenant². To enforce your covenant against Ms.**， you must bring

　　an action against her and prove your case. You have a choice of forums³ in which

　　to bring the action： federal district court or a state court. Since it is easier

　　to obtain an injunction （an action to immediately stop her from selling to your

　　customers） in a state court rather than a federal court， I would suggest the

　　state court.

　　I must advise you that injunctions are largely discretionary with the court， and

　　there are several factors here that might lead it not to grant one on your

　　behalf. Since you waited eight months before threatening to sue Ms. **， my

　　guess is that you have about a twenty percent （20%） chance of obtaining an

　　injunction.

　　RIGHTS TO AND AMOUNT OF DAMAGES

　　Your chances of obtaining money damages against Ms. **are much greater than

　　your chances for an injunction. From our discussion and the facts and evidence

　　suggested in your papers， it appears that the amount of recoverable damages

　　would be measured by the profits you have lost since the time Ms. ** began

　　selling competitive products to your customers.

　　It should be understood that if we win our case， however， Ms.** may not

　　voluntarily pay the judgment⁴. Thus， it may be necessary to enforce the judgment

　　by having a sheriff or marshall seize and sell assets not exempt⁵ from execution.

　　However， if Ms. ** does not own assets， such as real estate， money in bank

　　accounts， stocks， etc.， but owns only personal items exempt from execution under

　　the laws of our state， then any judgment you obtain may not be worth much.

　　NEGATIVES TO LAWSUIT⁶

　　Besides the fact that you may lose a lawsuit against Ms. ** or that any

　　judgment obtained may be uncollectible， there are other negative factors you

　　should consider before bringing a lawsuit. These include court costs and

　　attorney fees. Court costs are recoverable， but other costs， such as travel， the

　　time lost when you are called to testify （or required to help us develop the

　　case）， and attorney fees， are not recoverable.

　　MY SERVICES

　　I am familiar with the nature of your manufacturing business and am qualified⁷ to

　　represent you in this matter if you choose to proceed. My fee would be based on

　　my normal hourly charge of $250 for myself and $150 for associates. Trial time

　　is billed at $1，000 per day. The initial services of preparing a complaint and

　　serving same would cost approximately $300. Preparing a request for an

　　injunction and attending a hearing on the injunction would cost approximately

　　$2，500.

　　It is quite possible that Ms. ** would not retain her own counsel and not

　　answer the complaint. This means that a default judgment could be taken without

　　the necessity of a trial. Here attorney fees would probably amount to no more

　　than $1，000.

　　I require a $1，000 retainer to open a file and commence an action.

　　If you wish to proceed with this matter， I will need to know the full names and

　　addresses of your customers to whom Ms. ** is presently selling and the

　　estimated sales volume which you have lost.

　　If you have any questions， please call me.

　　Very truly yours，

　　Name of Attorney

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