Minimize Negotiations with a Tailored Service Agreement Review

Context matters. Good advice in one situation can be plainly unhelpful in another. This also applies to getting legal review of your services agreement. Here’s how to get more out your lawyer.

It probably goes without saying: you want specific advice. So next time you need legal review of a services agreement, remember this one tip: when you send the agreement to your lawyer, be sure to include a copy of the SOW describing the work to be done. If the SOW isn’t drafted yet, then at least tell your lawyer what you’ll be doing on the project. Remember, a critical issue in a logo design contract may not  be relevant in a contract for video production. So, providing this extra information to your lawyer is critical to getting relevant, tailored advice.

What happens if you don’t do this (or worse, if your lawyer doesn’t ask for project specific information)? Your lawyer will still do the review, but you’ll get fairly generic advice. And from what I’ve observed, the advice will understandably be very conservative. If your lawyer doesn’t know the context for your project, he or she will default to cranking down all of the provisions in the agreement (even the ones that don’t need to be cranked down).

You might be saying, “So what’s wrong with really cranking down all the provisions?” Well, a contract review that doesn’t consider context can create more problems than it solves. Introducing extra or contextually inappropriate edits can mean added legal expense, wasted time, confusion for you and the client and possibly a loss of trust with the client. Sure, this takes a bit more work than just forwarding an agreement, but the more your lawyer understands the particulars of your project, the more helpful his or her advice will be.

In the same way project specifics can affect advice, so can other things about the relationship. Consider also sharing things such as the following with your lawyer:

  • is it a new client or a long standing client?
  • Routine work or something challenging for your firm?
  • Will you be relying on subcontractors for key aspects of the deliverables?
  • Is the client local or in another city or state?
  • Is the project big money or time for your firm or small?
  • Do you trust the client? Like the client?
  • Is it a “rush” project?
  • Your sense of unique risks and opportunities in the project?
  • Are there other intangibles that may affect the deal (e.g., client has been bad at project management in the past, new client CEO, large “committee” on client’s team).

So next time you ask your lawyer with help on a services agreement, be sure to let them know about the project. And if your lawyer isn’t asking for project specific information, ask yourself why not.