At GLPC we often find that our clients become involved in disputes arising out of services they performed for one of their clients, and in some instances by third parties claiming that our client in some way injured them. In such instances, the existence of a properly prepared and executed contract may mean the difference between remaining a party to such a dispute, or being relieved of liability for such claims. The days of the handshake deal are long gone and it is imperative that a client performing services be armed with a written agreement that clearly delineates the nature and extent of each party's roles, rights and responsibilities. Below are several important tips on drafting a well-versed agreement:
- Be clear as to the scope of your services;
- Identify specific exclusions;
- If appropriate, indicate that there are no third-party beneficiaries to the contract;
- Include a copyright protection provision where appropriate;
- Be cautious with indemnification language;
- Include payment language;
- Add termination language;
- Include limitation of liability language;
- Consider alternative dispute resolution; and
- Get a fully signed and dated contract.
The attorneys at GLPC have many years of experience negotiating, drafting, and revising contracts designed to provide the fullest protection to our clients. While having an appropriate contract is no guarantee against a claim, the absence of one certainly impedes our clients’ ability to extricate themselves from such claims. For this reason, we offer this service to all of our clients, whether the primary reason for our representation involves their contract or not.