14.5 In-House Lawyers. Attorney client privilege is that we can speak openly and honestly with our clients and when a client is disclosing facts to us.Readers requiring legal advice on any specific case or circumstance should consult with counsel admitted in the relevant jurisdiction. • For the privilege to apply, the communication must generally satisfy two requirements: The in-house counsel must have been acting in the role of an attorney. The attorney-client privilege is waived when the communication is made in the presence of, or communicated to, a third party. Don't assume the attorney–client privilege protects all pre-litigation communication with in-house counsel. The purpose of the privilege is to encourage openness between attorney's and clients. The party claiming the work product privilege must prove that the materials are: 1. Documents and tangible things;. 2. One final consideration arises in the context of in-house counsel.