Consumer Law, Warranties Vendor/Contractor Agreement

[shocastor]

I have new vendor/contractor agreement that I need assistance with. I am the contractor providing software services to a recruiting firm. There is one thing that jumps out at me about the contract until a section call Trial Period. The language reads

"e). Trial Period In the event "Client" is not satisfied with the services of consultant during the first two weeks (10 business days) from the actual start date & terminates the "Agreement", the "Contractor" shall not invoice or bill the "Company" for such services. This is deemed to be a trial period. However if the "Client" finds his work satisfactory, normal billing cycle from day one would continue."

I completely do not agree with the above language am wondering if the language can be completely removed or at least changed from 10 business days to say two. Does either option sound fair? What are other options?

 

[fredrikklaw]

Quantum Meruit!

As well you should!

That clause flies in the face of the whole purpose and the basic principles of contracts and contracting and the language makes the instrument you are considering putting your signature to not a regular contract, but a Contract of Adhesion; the worst kind.

As the name suggests, this type of contract is but a one way street which requires total adherence to its terms and leaves no room or provisions for bargaining or negotiation of the terms. The best example of such a contract can be seen at the entrance to every parking facility and on the back of airline tickets. In short, it is a take-it-or-leave-it (so-called) contract.

The clause language is also very loose and vague which conditions the performance of the contract on whim, fancy, and personal preferences; otherwise known as satisfaction which is neither here and nor there. A Big Mac combo meal may satisfy my hunger, but may leave some others still wanting to eat more and while I am satisfied with driving a 1995 Ford Taurus, I know others who would not be seen dead driving one.

Contracts are drawn up with definite and discernable terms and objectives and spell out each party's responsibilities with defined time periods. Now, this company is welcome to its sense of satisfaction, but not on your time and at your expense. A plumber will charge around a $100 just to show up at your door and another few hundred dollars to fix a blocked pipe and you certainly are entitled to be compensated for your time, services, and expertise.

Whether the trial period is for one day, two weeks or three months, payment terms have to be included in the contract for your services and request that they define what constitutes satisfaction.

If they agree to some type of compensation for your services, then all is fine. Just remember to show the final draft of the contract to an attorney for good measure before signing it. If they decline, just exit stage left and don't look back.

Happy Negotiations.

fredrikklaw