7

A client has given me a contract that needs some changes before I'd sign it. I have no problem reading and doing basic research for a few pages of legalese. Most of the contract is fine but there are specific parts which I want to change.

Two paths occur to me:

  1. Get a lawyer involved on my behalf
  2. Express my concerns in plain language and have my clients lawyer incorporate the changes

Am I being naive assuming that option 2 is even a possibility?


Update

I got some legal advice, and it was a great help.

In five years of freelancing I've read probably a dozen different basic 1-2 page contracts that had very plain language and I had no problem understanding their intent, and felt comfortable with the terms.

Then I received a contract that was longer, more technical, and after a couple of hours of research I knew that some of it was over my head. After finding a local law firm that I liked, I was able to parse through all of the confusion and I got to say, getting a lawyers help was a great idea. I found out that my reading of certain parts was maybe about %50 correct: I both completely misinterpreted the severity of certain statements and completely missed some problematic things.

So, if you have a dense contract that is confusing it's probably a good idea to get some legal advice.

5

Well, since my wife is a lawyer I've asked her such questions zillions of times :).

To change the contract, you can use the everyday language and, as you said, their lawyers will change the contract. But are you sure that you understand the contract 100%? Many, many times I've given a "simple contract" to my wife, and she found tens of hidden clauses which I did not understand even after she explained them to me. The only thing I understood was that I should not sign the contract as given.

It's like you're making an application for a client and he asks for source code. Do you really think he can understand the code and find flaws in it? Or when he's testing a demo - a small slowdown in the app which he may not notice at all was due to a lazy implementation in your source :).

To get back to your question. When I have to sign contracts, I do like this:

IF he can sue me and if I can face legal consequences (not all foreign clients can sue me), then I give this to my wife and I do not start working before all has been cleared up.

IF he cannot sue me, then I usually sign after a quick look on it. Like when you sign NDAs or similar contracts. In such cases, I do not need a legal protection.

Find your option and do not sorry for money you spend on a legal counsellor. Consequences may costs you 10 times more.

  • That is a good distinction: risk of being sued. Also, I am aware that it's not simply the words but the associated legal precedents which effect the import of certain bits of legalese… I probably shouldn't trust my online researching but there is a surprising amount of good info out there. – Mark Fox Sep 2 '13 at 18:29

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