Also known as: materially limits · materially limiting · material limitation
Written by attorneys · grounded in primary & secondary sources — see below
A condition in which a lawyer's representation of one or more clients faces a significant risk of impairment because the lawyer's responsibilities to another client, a former client, or a third person or the lawyer's own personal interests compromise the lawyer's loyalty or independent judgment.
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Michelle Murphy and Mustafa Mahmoud, competitors in the telecommunications industry, retain Riley to draft a tower-sharing agreement. Horizon Wireless privately instructs Riley to insert technical provisions that secretly favor its network coverage at MetroCell's expense. Riley's duty to provide balanced advice to both clients is placed at significant risk of compromise by the conflicting instructions.
A lawyer at Marathon Logistics holds a personal stake in a prior matter that disqualifies her from representing a new client. The remaining lawyers in the firm have no involvement in that matter and face no significant risk that their work for the current client will be impaired by the disqualified lawyer's personal interest.
A concurrent conflict arises when there is a significant risk that the lawyer's representation of one client will be materially limited by responsibilities to another client. The risk materializes when one client's private instructions would require the lawyer to skew advice or drafting against the interests of the other client in the same matter. Even without actual favoritism, the significant risk alone triggers the prohibition unless the conditions of Rule 1.7(b) are met.
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Initial consent does not provide a blank check. The lawyer must continuously assess whether new facts create a significant risk that duties to one client will materially limit representation of the other. When a private request creates concrete tension between the clients' interests, fresh informed consent confirmed in writing is required or the lawyer must decline to proceed.
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The prohibition does not impute to the firm when it is based solely on a personal interest of the disqualified lawyer and presents no significant risk of materially limiting the representation by the remaining lawyers. Screening and fee apportionment are not required in that circumstance.
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Direct adversity exists when one client's interests are opposed to another's in the same matter. Material limitation arises when there is a significant risk that the lawyer's duties to one client will compromise the representation of another even without outright opposition, such as when confidential competitive strategies create tension in advice or drafting.
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