| I've signed dozens of consultant agreements, and I've never run them by a lawyer. Just read it. I've never seen one that wasn't intelligible to a normal human. If there's anything you object to, raise the issue. Don't be afraid to push back. Nobody's trying to trick the other party; you're just trying to find a set of terms that everyone can agree on. I'm also in California, so noncompete rules aren't valid. That said, I recall seeing one once in a contract, and I just lined it out. Other things to watch out for: * Indemnification clauses. I just say up front: I can't possibly hope to defend you against patent trolls, I can't indemnify you. * IP allocation. Most contract work is "work for hire", which is fine - they're paying for it, they own it. But there are other situations; maybe you are incorporating some software you've already developed; maybe you're getting paid to add something to an opensource project; etc. Just make sure the contract acknowledges this situation. They're writing the contract, they can figure out the wording. * Payment terms. If you're billing once a month, and your terms are net-30, you're getting paid two months behind and it really hurts when the company collapses and you get stiffed for your last bill. It happens. Be careful with terms, especially with smaller clients. For the most part, you can trust the simple english understanding of the words in a consulting contract. They usually aren't long. Just read them. |
1. Some people are out to trick you. A contract won’t save you from them, but having a lawyer review it beforehand and identify it as an egregious one might be a useful signal that it’s someone you don’t want to work with. In other cases, circumstances in the business relationship will change, and your counterparty may try to extract maximum value from your agreement. In these cases, a tightly drafted contract can help, but in general may not be worth the ex ante expense of hiring a lawyer to look at every agreement.
2. The words on the page matter. Make sure you read them them and understand them. It may be worth having a lawyer on your first couple agreements to talk through the terms of art.