What you are agreeing to.
WHAT TO READ CAREFULLY
Scope and deliverables Payment terms and timing Liability and its limits Service commitments and penalties Termination Intellectual property Renewal and price changes
WHAT TO BE CAUTIOUS OF
Unlimited liability Service commitments you cannot meet Penalties disproportionate to the fee Automatic renewal on their terms only Exclusivity
WHY LIABILITY MATTERS MOST
Unlimited exposure on a modest fee is never a sensible trade.
WHAT TO PROPOSE
Liability capped at fees paid.
WHAT TO CHECK ABOUT SERVICE COMMITMENTS
Whether you can actually meet them.
WHY
Agreeing to what you cannot deliver guarantees a dispute.
WHAT TO ESTABLISH ABOUT PENALTIES
What triggers them, and how they are calculated.
WHAT TO NEGOTIATE
Anything you cannot perform.
WHAT TO NEVER DO
Sign to close a deal, intending to manage the consequences later.
WHAT TO DO ABOUT THEIR STANDARD AGREEMENT
Propose amendments to what matters, and accept the rest.
WHY SELECTIVELY
Objecting to everything stalls deals.
WHAT TO HAVE
Your own standard terms, drafted properly.
WHY
It shortens negotiations considerably.
WHAT TO DO WITH ANYTHING SUBSTANTIAL
Have it reviewed.
WHAT TO KEEP
The executed agreement, findable.
