Contracts

With nearly a decade of experience, we offer a number of contracts-related services that encompass the complete contract spectrum. This includes risk assessment, strategic planning, RFI, RFP, initial drafts, negotiations, execution, and compliance. We review and draft contracts, provide legal opinions, assist during the negotiation phase of the contract, and more. Our objective is to ensure that all the legal relationships of the business are addressed so that the client can make an informed decision.

The firm specializes in services-based contracts in several industries including technology, software, privacy, construction, small business, hazardous waste, non-profit, transportation, and more.

• Purchase Agreements. Purchase agreements or sale of goods agreements govern a transaction involving goods. This is important for clients who operate a store, manufacturing plant, who engage in reselling, whole selling, or distribution. Having the terms of sale in writing protects the businesses interests. Among the important elements of an agreement are robust risk of loss, indemnification, warranties, as well as the operating terms related to the actual performance of the contract. If your business buys or sells goods, a properly drafted agreement is the most important thing you can do for your business.

• Services Agreements. Services agreements are agreements that govern the terms and conditions of one’s services. Services are not goods and as such, need a different approach. The firm assesses your existing relationship with your clients as well as your subcontractors. From that perspective, a contract is drafted protecting your interests. Indemnification and limitation of liability is very important. When properly drafted, the parties know exactly the level of risk.

• Subcontractor Agreement. A subcontractor is a contractor to the primary contract. A primary contract is with the client. To complete the work, some businesses subcontract some or most of the work to their subcontractors. The subcontractor agreement addresses the terms of the deal to ensure contract compliance. Generally, the subcontractor agreement mirrors the requirements the business has in regard to its clients and also introduces certain warranties for services or goods involved. Many businesses are at a loss because of defective or missing subcontractor agreements.

• Terms and Conditions. Terms and conditions are short form contracts that are typically located on the back of the invoice, online, or by the counter. They often display the most important elements of the deal.

• Confidentiality Agreements. Confidentiality agreements, or NDA (Non-Disclosure Agreements) are agreements that are designed to prevent disclosure of confidential information. They are generally used during negotiations or before entering into a primary agreement. Once negotiated, the primary agreement also addresses the confidentiality of the disclosing party.

• Indemnification Agreement. Indemnification agreements are used to address responsibility in case of breach. They are usually imbedded as provisions in contracts.

• Limitation of Liability. Limitations of liability are similar to indemnification. They limit the liability for services or products. It is very important to draft these provisions. In case of a defect in product (or service), regardless of fault, a limitation of liability provision frequently saves a business from bankruptcy.

• Release of Liability. A release of liability is an agreement that releases the business from liability. This is especially important for businesses engaged in dangerous or risky activities. The activity may be entertaining, but not in the event of injury. As such, a release of liability is a condition for participation in an event.

• RFI and RFP. RFI stands for request for information. RFP stands for request for proposal. When dealing with a larger contractor, these terms are frequently thrown around. To be considered, the business must be notified for the larger entity to request more information about the operations, business, and other contract-related information. Once provided, the larger entity asks for a proposal (RFP). Upon review of that proposal, the larger entity typically proceeds to the contract drafting phase where they supply the initial draft.

• Contract Drafting. When drafting a contract, the parties usually decide who will provide the initial draft. The party doing so will generally bear the initial cost, and in some cases, strategic advantage. Once the draft is generated, it is bounced back and forth until the final version is agreed upon.

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