Thursday, March 29, 2012

Get It In Writing

I admit it: I'm a process kind of guy. Recognizing that memories are imperfect and that details can easily become lost, I like to write down important information so everyone involved in some activity knows what’s happening and agrees to the plan. For this reason, I write down the particulars of significant agreements I make with clients and colleagues to avoid confusion, mistakes, and hard feelings. In this post I’ll describe some of those agreements. You can download templates for the various sorts of simple agreement documents I’ve created from the supplemental materials page associated with this blog.

If you’re a consultant or trainer with your own agreement templates, I’d be delighted to add them to the download list to provide readers with some additional examples. Please send me an email if you have something you’d like to share.

Speaking Agreement

I’ve spent much of the last fifteen years traveling to corporations and government agencies around the world to deliver training courses. I always use a simple speaking agreement for these events. This agreement contains information such as:
  • The particulars of the event (topic, location, maximum number of attendees, dates and times, and contact person).
  • My requirements for the facility, such as a projector for my laptop, flipcharts and markers, microphone, and instructions for setting up the room.
  • Information about the student handouts and textbooks we will use in the course.
  • Financial details, including my money-back guarantee.
  • Contingencies for unexpected occurrences that could disrupt the planned event, including cancellation and rescheduling fees.
This information all fits on one page, and it works just fine for most engagements. However, some of my clients have a legal department that wants to get in on the action. They create a vastly longer and more complex contract that we have to negotiate. It took a full month to work through issues on the last such client agreement I had to deal with. I like my simple template much better.

This agreement has worked well for me for years, and I never undertake an engagement without one. I won’t make travel arrangements or order books or other materials until I’ve received a signed speaking agreement back from the client, because otherwise I’m not confident that they’ve fully committed to the event and the date. I’ve had several prospective clients who never returned the agreement for an event they requested or who held off until the last minute, hoping to avoid paying a cancellation fee if they didn’t sign until just before the event. I don’t appreciate such gamesmanship.

I have a consultant friend who loathes paperwork. He never uses a written agreement with his clients if he can get away without one. Luckily, he hasn’t encountered any problems with this approach—yet. But I’ve had some experiences for which having a written agreement was quite valuable; other consultants have shared similar stories with me. Once I traveled to the New Jersey countryside to teach a three-day class at a large company. The next morning I went to the building where the class was to be held. No one was there to meet me. I finally was able to reach my contact person on the phone. She thought the class was going to begin the next day and run for three days. Ah, this explained why the receptionist didn’t know what I was talking about.

I pulled out the speaking agreement. Sure enough, I was there on the correct date. By not reading the agreement carefully, my contact had miscommunicated to all the students in the class. We now had only two days to cover everything we were originally going to cover in three. If I had shown up a day late for a class I was supposed to teach, I’m sure there would have been financial consequences, not to mention the inconvenience to all of the students. In this case, we were able to work it out, but it was a mistake that didn’t have to happen.

Consulting Agreements

I use two different templates for consulting (as opposed to training) engagements, one for work performed at the client site and the other for work I do at home. I call this second sort of activity off-site consulting; others might call it virtual consulting. You can find the templates I use for both situations at the page of supplemental materials for this blog. Note that in the on-site consulting agreement and in my speaking agreement, I quote a single price that includes all of my travel and lodging expenses, books, student handouts, and anything else I will be paying for. This way I don't need to mess around with submitting receipts for individual expenses to the client and maybe having them quibble with what I spent on airfare, a hotel, or meals. This policy has simplified my life a bit.

The supplemental page contains an alternative consulting agreement template (#2), which was contributed by a colleague. This one is a little more formal and richer in legal details than mine, which might be a good idea. If you need to create such templates for your own consulting business, I suggest you study these and any other examples you can locate from experienced colleagues, then pull together the best ideas from all of them to suit your situation.

When I have an established long-term relationship with a client, I might stop using the consulting and speaking agreements for specific engagements. I have one such client at a major company with whom I’ve worked for more than ten years. We work together very well, we’re good friends, we collaborate effectively, and I don't have to worry about him not paying me or encountering some other misunderstanding. In a case like this, I dispense with the written agreements as an unnecessary overhead step. See, I’m a pragmatic—not dogmatic—process weenie.

Courseware Licensing Agreement

In keeping with my general business philosophy of trying to earn a living while I’m asleep (see the post titled ”A Kind of Business Plan”), many years ago I began licensing my courseware to other companies. Some of these are themselves training companies or independent consultants, who can present my classes to their own clients and pay me a royalty when they do. Other licensees are companies or government agencies that wish to use my materials for internal presentations using their own staff as instructors. I have crafted licensing agreements for these two different situations. Again, you may access my templates for the licensing agreements at the supplemental web page. These agreements specify the materials I'm delivering, the licensing fees and payment terms, and the ways the licensee may and may not use the materials.

I should point out that the terms in my various templates are not cast in concrete. Periodically, a prospective client or licensee raises particular concerns or has a situation that’s a little out of the ordinary. They might ask me to adjust some of the terms, and sometimes making that adjustment is the difference between closing a deal and not. So I certainly have some negotiating flexibility in portions of these agreements, within limits. For example, I will never remove the cancellation or rescheduling fee clause from my speaking agreement, although I might agree to adjust my initial terms if the client pushes back in a reasonable way.

Disclaimer


Although I have used these agreements for many years without any problems, they may or may not be suitable for you. I recommend you have an attorney look over whatever speaking and consulting agreements you come up with to make sure they cover all the important bases and provide you with adequate protection, while still being fair to the client. Even though I always start an engagement by sending the client my agreement, many corporations insist upon using their own paperwork, which is always vastly longer, more complex, and more obscurely written than my own. Contracts naturally are always written to the benefit of the entity who wrote it, so you need to read these kinds of agreements carefully and negotiate out any terms that are unacceptable to you. I described some of the terms I find objectionable in an earlier post titled ”Everything’s Negotiable..” Most of the time, though, a well-crafted and simple agreement will suffice to establish the parameters of your client engagements so both parties know what to expect. I do feel better having it in writing.

(If you found this article helpful, please consider making a donation to the Norm Kerth Benefit Fund to help a consultant who has been disabled since 1999 with a traumatic brain injury from a car accident. You can read Norm's story or donate here. Thanks!)

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