Monday, September 8, 2008

Signing Client Contracts: Negotiating Changes

Last week I wrote about what to watch for when signing a contract given to you by a client, rather than one you wrote yourself. Some clients will want you to sign their own contract instead of signing yours, and there's nothing wrong with this--but bear in mind that contracts are usually written to protect the people giving them, not the people receiving them. It's important to read the fine print carefully and know what you're signing on for.

So if you do find something you don't like in the client's contract, what do you do? It can be tempting just to walk away--freelancers learn the hard way to trust their instincts, and we can be a skittish lot. But many clients are perfectly willing to renegotiate contract terms. Here's how to approach the situation.

Know before you go in. First, be aware: is this a problem you're willing to leave the project over, or is it something you'd just like to see changed? I'm pretty flexible, but there are a few things that will make me leave a project. "Payment upon acceptance" clauses are a no-go for me, as well as noncompete agreements that are too restrictive. I'm willing to tolerate kill fees under certain circumstances, but I'll usually bring it up with the client before I get started to see if it can be changed.

Explain your position. If you do find something you don't like in the contract, explain to the client why it could be a problem for you. I spotted a clause in a recent client contract that said I could do no business with the client's competitors--any SEO or web marketing firm--while I was working with them. I explained to the client that a large percentage of my business came from companies like this, and I'd be hurting myself financially if I agreed to it. The client understood and took out the clause.

I sometimes take a harder line with certain clauses, like "payment upon acceptance." These stipulate that clients must pay only if they find the work "acceptable" (and "acceptable" is rarely defined in the contract). I generally explain that I require a 50% deposit and final payment after delivery of the last draft, and ask if I can change the contract to reflect that. The few times I've had to do this, the client has agreed.

If they say no, trust your instincts. The client might be understanding, or they might refuse your request. If they do say no, give yourself a gut check. Does the client seem trustworthy? Have they been responsive to all your emails? Have you checked them out online and are they fairly established? Do you know any other writers who've worked with them, and have they had a good experience? If so, it may be safe for you to stay.

Freelancers can be skittish, but so can people who hire freelancers online--they've been burned just as much as we have. Be willing to work with clients, know where you draw the line and where you're willing to negotiate, and trust your intuition. It's always okay to walk away from an inflexible contract. But if you walk away every time, you could be missing out on some great regular clients.


Anonymous said...

You're absolutely right. Most of the time, in open discussion, you can hit on language and terms that work for both of you.

Common sense and gut instinct are important in this business.

Jennifer Williamson said...

Absolutely. It can be frustrating for people new to the process to hear that because it takes time (and failure) to develop those instincts. But it'll happen--trust me.