[{"data":1,"prerenderedAt":478},["ShallowReactive",2],{"document-how-to-create-a-contract-D12746":3},{"document":4,"label":23,"preview":11,"thumb":24,"description":5,"descriptionCustom":6,"apiDescription":5,"pages":8,"extension":10,"parents":25,"breadcrumb":29,"related":37,"customDescModule":175,"customdescription":6,"mdFm":176,"mdProseHtml":477},{"description":5,"descriptionCustom":6,"label":7,"pages":8,"size":9,"extension":10,"preview":11,"thumb":12,"svgFrame":13,"seoMetadata":14,"parents":16,"keywords":15},"Creating a Contract Standard Operating Procedure Department: Various Purpose: The purpose of this Standard Operating Procedure document is to provide guidance on how to officially create a contract. Frequency: When needed Tips to Create a Contract: Whatever your contract's purpose, it is important that you secure yourself by guaranteeing that the contract is legitimate and enforceable. Knowing the components of an official contract is important for creating and finalizing any contract and therefore making a lawful agreement. Procedure: Define the offer. The first step is to define the offer. The offer must be made clear to all parties. Define the terms and ensure all parties are completely committed to the offer or deal. Discuss the consideration. Discuss the consideration with the parties involved. This means you need to all come to an agreement of what you will not do. Put the contract in writing. Having an oral contract is prone to disputes. You will need to put the agreed terms into writing. Keep it simple. Keep the sentences clear and brief. Avoid too much legal jargon, as this can confuse the parties or readers involved. Engage with the right person.",null,"How to Create a Contract","2",513,"doc","https://templates.business-in-a-box.com/imgs/1000px/how-to-create-a-contract-D12746.png","https://templates.business-in-a-box.com/imgs/250px/12746.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#12746.xml",{"title":15,"description":6},"how to create a contract",[17,20],{"label":18,"url":19},"Business Plan Kit","/templates/business-plan-kit/",{"label":21,"url":22},"Business Procedures","/templates/business-procedures/","How to Create a Contract Template","https://templates.business-in-a-box.com/imgs/400px/12746.png",[26,17,20],{"label":27,"url":28},"Templates","/templates/",[30,31,34],{"label":27,"url":28},{"label":32,"url":33},"Legal Agreements","/templates/business-legal-agreements/",{"label":35,"url":36},"Terms & Warranties","/templates/terms-and-warranties/",[38,42,46,50,54,58,62,66,70,74,78,82,86,100,114,129,144,162],{"label":39,"url":40,"thumb":41,"extension":10},"How to Create a Business Website","/template/how-to-create-a-business-website-D12562","https://templates.business-in-a-box.com/imgs/250px/12562.png",{"label":43,"url":44,"thumb":45,"extension":10},"How to Create a Joint Venture","/template/how-to-create-a-joint-venture-D12563","https://templates.business-in-a-box.com/imgs/250px/12563.png",{"label":47,"url":48,"thumb":49,"extension":10},"How To Create A Wealth Mindset","/template/how-to-create-a-wealth-mindset-D13115","https://templates.business-in-a-box.com/imgs/250px/13115.png",{"label":51,"url":52,"thumb":53,"extension":10},"How To Create A Winning Attitude","/template/how-to-create-a-winning-attitude-D13116","https://templates.business-in-a-box.com/imgs/250px/13116.png",{"label":55,"url":56,"thumb":57,"extension":10},"How to Create a Staffing Plan","/template/how-to-create-a-staffing-plan-D12566","https://templates.business-in-a-box.com/imgs/250px/12566.png",{"label":59,"url":60,"thumb":61,"extension":10},"How to Create a Sales Forecast","/template/how-to-create-a-sales-forecast-D12565","https://templates.business-in-a-box.com/imgs/250px/12565.png",{"label":63,"url":64,"thumb":65,"extension":10},"How to Renew a Contract","/template/how-to-renew-a-contract-D12752","https://templates.business-in-a-box.com/imgs/250px/12752.png",{"label":67,"url":68,"thumb":69,"extension":10},"How to Sign a Contract","/template/how-to-sign-a-contract-D12753","https://templates.business-in-a-box.com/imgs/250px/12753.png",{"label":71,"url":72,"thumb":73,"extension":10},"How to Create a Marketing Plan Guidebook","/template/how-to-create-a-marketing-plan-guidebook-D12534","https://templates.business-in-a-box.com/imgs/250px/12534.png",{"label":75,"url":76,"thumb":77,"extension":10},"How to Create a Performance Improvement Plan","/template/how-to-create-a-performance-improvement-plan-D12564","https://templates.business-in-a-box.com/imgs/250px/12564.png",{"label":79,"url":80,"thumb":81,"extension":10},"How To Create Mission and Vision Statements","/template/how-to-create-mission-and-vision-statements-D13157","https://templates.business-in-a-box.com/imgs/250px/13157.png",{"label":83,"url":84,"thumb":85,"extension":10},"How To Create A Business Budget For Your Business","/template/how-to-create-a-business-budget-for-your-business-D12948","https://templates.business-in-a-box.com/imgs/250px/12948.png",{"description":87,"descriptionCustom":6,"label":88,"pages":89,"size":9,"extension":10,"preview":90,"thumb":91,"svgFrame":92,"seoMetadata":93,"parents":95,"keywords":94,"url":99},"SERVICE AGREEMENT This SERVICE AGREEMENT (\"Agreement\") is effective [DATE], BETWEEN: [COMPANY NAME] (the \"Contractor\"), a company organized and existing under the laws of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [COMPANY NAME] (the \"Customer\"), a company organized and existing under the laws of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] (The Contractor and the Customer shall be individually referred to as a \"Party\" and collectively referred to as the \"Parties\", as the context may require). WHEREAS A. Contractor has experience and expertise in [DESCRIBE EXPERIENCE AND SERVICE]. B. Customer desires to have Contractor provide services for them. C. Contractor desires to provide services to Customer on the terms and conditions set forth herein (the \"Services\"). NOW THEREFORE, in consideration of the above recitals, the representations, warranties, and agreements contained in this Agreement and for other good and valuable consideration, the receipt and adequacy of which are now acknowledged, the Parties agree as follows: SERVICES PROVIDED Beginning on upon agreement to this contract, [CONTRACTOR] will provide to [CUSTOMER] the following service (collectively, the /Services\"): Description of the project: [DESCRIBE THE SERVICE REQUIRED]. SCOPE OF WORK Contractor agrees to provide Services pursuant to the Scope of Work set forth in Exhibit A attached hereto (the \"Scope of Work\"). TERM Unless both parties mutually agree on an extension, this contract will automatically terminate on [SPECIFY]. PERFORMANCE The parties agree to do everything possible to ensure that the terms of this Agreement take effect. PAYMENT FOR SERVICES In exchange for the Services rendered, a payment of [SPECIFY] will be made to the Contractor upon completion of the scheduled Services described in this Contract. If an invoice is not paid on the due date, interest will be added to the current balance. These amounts shall be payable, and the Customer shall pay all overdue amounts at the lesser of [SPECIFY] per cent per annum or the maximum percentage permitted by applicable law. Or Customer will pay Contractor as follows: [SPECIFY]. DELIVERY OF SERVICES The Contractor will exercise due diligence in the provision of services. However, the Customer acknowledges that the indicated delivery times and other payment milestones listed in Scope of Work are estimates and do not constitute final delivery dates. SECURITY The Contractor must make reasonable security arrangement to protect Material from unauthorized access, collection, use, alteration or disposal. OWNERSHIP RIGHT The Customer shall hold the copyright for the agreed version of the Services as delivered, and the Customer's copyright notice may be displayed in the final version. All works, ideas, discoveries, inventions, patents, products or other information that may be protected by copyright (collectively, the \"Work Product\" developed in whole or in part by the Contractor in connection with the Services, shall be the exclusive property of the Customer. Upon request, the Contractor shall execute all documents necessary to confirm or perfect the exclusive ownership of the Customer's \"Work Product\". The Contractor retains exclusive rights to pre-existing materials used in the Customer's projects. The Customer shall not have the right to reuse, resell or otherwise transfer material belonging to the contractor or third parties. The Contractor reserves the right to use the finished public product as an example of a product. RETURN OF PROPERTY Upon the expiry or termination of this Agreement, the Contractor will return to the Customer any property, documentation, records or Confidential Information which is the property of the Customer. COMPENSATION For all services rendered by the Contractor under this Agreement, the Customer shall indemnify the Contractor. In the event that the Customer fails to make any of the payments mentioned, the Contractor shall have the right, but shall not be obliged, to exercise any of the following remedies: ","Service Agreement","6","https://templates.business-in-a-box.com/imgs/1000px/service-agreement-D12711.png","https://templates.business-in-a-box.com/imgs/250px/12711.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#12711.xml",{"title":94,"description":6},"service agreement",[96,98],{"label":32,"url":97},"business-legal-agreements",{"label":32,"url":97},"/template/service-agreement-D12711",{"description":101,"descriptionCustom":6,"label":102,"pages":89,"size":103,"extension":10,"preview":104,"thumb":105,"svgFrame":106,"seoMetadata":107,"parents":108,"keywords":112,"url":113},"INDEPENDENT CONTRACTOR AGREEMENT This Independent Contractor Agreement (\"Agreement\") is made and effective [Date], BETWEEN: [INDEPENDENT CONTRACTOR NAME] (the \"Independent Contractor\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [YOUR COMPANY NAME] (the \"Company\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] RECITALS Independent Contractor is engaged in providing [Describe] business services, its Employer Tax I.D. Number is [Insert], and its Business License Number is [insert]. Independent Contractor has complied with all Federal, State, and local laws regarding business permits, sales permits, licenses, reporting requirements, tax withholding requirements, and other legal requirements of any kind that may be required to carry out said business and the Scope of Work which is to be performed as an Independent Contractor pursuant to this Agreement. Independent Contractor is or remains open to conducting similar tasks or activities for clients other than the Company and holds themselves out to the public to be a separate business entity. Company desires to engage and contract for the services of the Independent Contractor to perform certain tasks as set forth below. Independent Contractor desires to enter into this Agreement and perform as an independent contractor for the company and is willing to do so on the terms and conditions set forth below. NOW, THEREFORE, in consideration of the above recitals and the mutual promises and conditions contained in this Agreement, the Parties agree as follows: TERMS This Agreement shall be effective commencing [Date], and shall continue until terminated at the completion of the Scope of Work which shall occur no later than [Date] or by either party as otherwise provided herein. STATUS OF INDEPENDENT CONTRACTOR This Agreement does not constitute a hiring by either party. It is the parties intentions that Independent Contractor shall have an independent contractor status and not be an employee for any purposes, including, but not limited to, [laws]. Independent Contractor shall retain sole and absolute discretion in the manner and means of carrying out their activities and responsibilities under this Agreement. This Agreement shall not be considered or construed to be a partnership or joint venture, and the Company shall not be liable for any obligations incurred by Independent Contractor unless specifically authorized in writing. Independent Contractor shall not act as an agent of the Company, ostensibly or otherwise, nor bind the Company in any manner, unless specifically authorized to do so in writing. TASKS, DUTIES, AND SCOPE OF WORK Independent Contractor agrees to devote as much time, attention, and energy as necessary to complete or achieve the following: [Describe]. The above to be referred to in this Agreement as the \"Scope of Work\". It is expected that the Scope of Work will completed by [Date]. Independent Contractor shall additionally perform any and all tasks and duties associated with the Scope of Work set forth above, including but not limited to, work being performed already or related change orders. Independent Contractor shall not be entitled to engage in any activities which are not expressly set forth by this Agreement. The books and records related to the Scope of Work set forth in this Agreement shall be maintained by the Independent Contractor at the Independent Contractor's principal place of business and open to inspection by Company during regular working hours. Documents to which Company will be entitled to inspect include, but are not limited to, any and all contract documents, change orders/purchase orders and work authorized by Independent Contractor or Company on existing or potential projects related to this Agreement. Independent Contractor shall be responsible to the management and directors of Company, but Independent Contractor will not be required to follow or establish a regular or daily work schedule. Supply all necessary equipment, materials and supplies. Independent Contractor will not rely on the equipment or offices of Company for completion of tasks and duties set forth pursuant to this Agreement. Any advice given Independent Contractors regarding the scope of work shall be considered a suggestion only, not an instruction. Company retains the right to inspect, stop, or alter the work of Independent Contractor to assure its conformity with this Agreement. ASSURANCE OF SERVICES Independent Contractor will assure that the following individuals (the \"Key Employees\") will be available to perform, and will perform, the Services hereunder until they are completed (identify by title and name as applicable): [Name of Key Employee, Title] [Name of Key Employee, Title] The Key Employees may be changed only with the prior written approval of the Company, which approval shall not be unreasonably withheld. COMPENSATION Independent Contractor shall be entitled to compensation for performing those tasks and duties related to the Scope of Work as follows: [Describe] Such compensation shall become due and payable to Independent Contractor in the following time, place, and manner: [Describe] NOTICE CONCERNING WITHHOLDING OF TAXES Independent Contractor recognizes and understands that it will receive a [specify tax] statement and related tax statements, and will be required to file corporate and/or individual tax returns and to pay taxes in accordance with all provisions of applicable Federal and State law. Independent Contractor hereby promises and agrees to indemnify the Company for any damages or expenses, including attorney's fees, and legal expenses, incurred by the Company as a result of independent contractor's failure to make such required payments. AGREEMENT TO WAIVE RIGHTS TO BENEFITS Independent Contractor hereby waives and foregoes the right to receive any benefits given by Company to its regular employees, including, but not limited to, health benefits, vacation and sick leave benefits, profit sharing plans, etc. This waiver is applicable to all non-salary benefits which might otherwise be found to accrue to the Independent Contractor by virtue of their services to Company, and is effective for the entire duration of Independent Contractor's agreement with Company. This waiver is effective independently of Independent Contractor's employment status as adjudged for taxation purposes or for any other purpose. Neither this Agreement, nor any duties or obligations under this Agreement may be assigned by either party without the consent of the other. TERMINATION This Agreement may be terminated prior to the completion or achievement of the Scope of Work by either party giving [number] days written notice. Such termination shall not prejudice any other remedy to which the terminating party may be entitled, either by law, in equity, or under this Agreement. NON-DISCLOSURE OF TRADE SECRETS, CUSTOMER LISTS AND OTHER PROPRIETARY INFORMATION Independent Contractor agrees not to disclose or communicate, in any manner, either during or after Independent Contractor's agreement with Company, information about Company, its operations, clientele, or any other information, that relate to the business of Company including, but not limited to, the names of its customers, its marketing strategies, operations, or any other information of any kind which would be deemed confidential, a trade secret, a customer list, or other form of proprietary information of Company. Independent Contractor acknowledges that the above information is material and confidential and that it affects the profitability of Company. ","Independent Contractor Agreement",62,"https://templates.business-in-a-box.com/imgs/1000px/independent-contractor-agreement-D160.png","https://templates.business-in-a-box.com/imgs/250px/160.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#160.xml",{"title":6,"description":6},[109],{"label":110,"url":111},"Consultant & Contractors","consulting-contractor-business","independent contractor agreement","/template/independent-contractor-agreement-D160",{"description":115,"descriptionCustom":6,"label":116,"pages":117,"size":9,"extension":10,"preview":118,"thumb":119,"svgFrame":120,"seoMetadata":121,"parents":123,"keywords":122,"url":128},"NON-DISCLOSURE AGREEMENT (NDA) This Non-Disclosure Agreement (the \"Agreement\") is made and effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Disclosing Party\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [RECEIVING PARTY NAME] (the \"Receiving Party\"), an individual with his main address located at OR a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WHEREAS, Receiving Party has been or will be engaged in the performance of work on [DESCRIBE]; and in connection therewith will be given access to certain confidential and proprietary information; and WHEREAS, Receiving Party and Disclosing Party wish to evidence by this Agreement the manner in which said confidential and proprietary material will be treated. NOW, THEREFORE, it is agreed as follows: NON-DISCLOSURE OF CONFIDENTIAL INFORMATION Both Parties understand and agree that each Party may have access to the confidential information of the other party. For the purposes of this Agreement, \"Confidential Information\" means proprietary and confidential information about the Disclosing Party's (or it's suppliers') business or activities. Such information includes all business, financial, technical, and other information marked or designated by such Party as \"confidential\" or \"proprietary.\" Confidential Information also includes information which, by the nature of the circumstances surrounding the disclosure, ought in good faith to be treated as confidential. For the purposes of this Agreement, Confidential Information does not include: Information that is currently in the public domain or that enters the public domain after the signing of this Agreement. Information a Party lawfully receives from a third Party without restriction on disclosure and without breach of a non-disclosure obligation. Information that the Receiving Party knew prior to receiving any Confidential Information from the Disclosing Party. Information that the Receiving Party independently develops without reliance on any Confidential Information from the Disclosing Party. Each Party agrees that it will not disclose to any third Party or use any Confidential Information disclosed to it by the other Party except when expressly permitted in writing by the other Party. Each Party also agrees that it will take all reasonable measures to maintain the confidentiality of all Confidential Information of the other Party in its possession or control. TERM The term of this Agreement is [number] of [years/months] from the date of execution by both Parties. TITLE The Receiving Party agrees that all Confidential Information furnished by the Disclosing Party shall remain the sole property of the Disclosing Party. DISCLAIMER","Non Disclosure Agreement Nda","3","https://templates.business-in-a-box.com/imgs/1000px/non-disclosure-agreement-nda-D12692.png","https://templates.business-in-a-box.com/imgs/250px/12692.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#12692.xml",{"title":122,"description":6},"non disclosure agreement nda",[124,125],{"label":32,"url":97},{"label":126,"url":127},"Confidentiality Agreements","confidentiality-agreement","/template/non-disclosure-agreement-nda-D12692",{"description":130,"descriptionCustom":6,"label":131,"pages":132,"size":9,"extension":10,"preview":133,"thumb":134,"svgFrame":135,"seoMetadata":136,"parents":138,"keywords":137,"url":143},"PARTNERSHIP AGREEMENT This Partnership Agreement (\"Agreement\") is made and effective this [Date], BETWEEN: [YOUR COMPANY NAME] (the \"First Partner\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [SECOND PARTNER NAME] (the \"Second Partner\"), an individual with his main address located at OR a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] RECITALS Partners desire to join together for the pursuit of common business goals. Partners have considered various forms of joint business enterprises for their business activities. Partners desire to enter into a partnership agreement as the most advantageous business form for their mutual purposes. The parties hereto agree to form a limited partnership (the \"Partnership\") under [LAW, CODE OR ACT]. In consideration of the mutual promises contained in this agreement, partners agree as follows: NAME AND DOMICILE The name of the partnership shall be [name]. The principal place of business shall be at [address], [city], [state/province], unless relocated by consent of the partners. Purposes Subject to the limitations set forth in this Agreement, the purposes of the Partnership are to engage in the business of [DESCRIBE ACTIVITIES]; and to conduct other activities as may be necessary or incidental to or desirable in connection with the foregoing. DURATION OF AGREEMENT The term of this agreement shall be for [number] years, commencing on [date], and terminating on [date], unless sooner terminated by mutual consent of the parties or by operation of the provisions of this agreement. CLASSIFICATION AND PERFORMANCE BY PARTNERS Partners shall be classified as active partners, advisory partners, or estate partners. An active partner may voluntarily become an advisory partner, may be required to become one irrespective of age, and shall automatically become one after attaining the age of [age] years, and in each case shall continue as such for [number] years unless the partner sooner withdraws or dies. If an active partner dies, the partner's estate will become an estate partner for [number] years. If an advisory partner dies within [Number] years of having become an advisory partner, the partner will become an estate partner for the balance of the [number]-year period. Only active partners shall have any vote in any partnership matter. At the time of the taking effect of this partnership agreement, all the partners shall be active partners except [name] and [name], who shall be advisory partners. An active partner, after attaining the age of [age] years, or prior to that age if the [executive committee or as the case may be] with the approval of [two-thirds or as the case may be] of all the other active partners determines that the reason for the change in status is bad health, may become an advisory partner at the end of any calendar month on giving [number] calendar months' prior notice in writing of the partner's intention to do so. The notice shall be deemed to be sufficient if sent by registered mail addressed to the partnership at its principal office at [address], [city], [state/province] not less than [number] calendar months prior to the date when the change is to become effective. Any active partner may at any age be required to become an advisory partner at any time if the [executive committee or as the case may be] with the approval of [two-thirds or as the case may be] of the other active partners shall decide that the change is for any reason in the best interests of the partnership, provided notice of the decision shall be given in writing to the partner. The notice shall be signed by the [chairman or as the case may be] of the [executive committee or as the case may be] or, in the event of his or her being unable to sign at the time, by another member of the [executive committee or as the case may be]. The notice shall be served personally on the partner required to change his or her status or mailed by registered mail to the partner's last known address. Change of the partner's status shall become effective as of the date specified in the notice. Every active partner shall automatically and without further act become an advisory partner at the end of the fiscal year in which the partner's birthday occurs. In the event that an active partner becomes an advisory partner or dies, the partner or the partner's estate shall be entitled to the following payments at the following times: [describe] Each active partner shall apply all of the partner's experience, training, and ability in discharging the partner's assigned functions in the partnership and in the performance of all work that may be necessary or advantageous to further the business interests of the partnership. CONTRIBUTION Each partner shall contribute [amount] on or before [date] to be used by the partnership to establish its capital position. Any additional contribution required of partners shall only be determined and established in accordance with Article Nineteen. MANAGEMENT OF THE PARTNERSHIP The Partnership shall be managed by [SPECIFY]. Subject to the limitations specifically contained in this Agreement, [PARTY MANAGING THE PARTNERSHIP] shall have the full, exclusive and absolute right, power and authority to manage and control the Partnership and the property, assets and business thereof. [PARTY MANAGING THE PARTNERSHIP] shall have all of the rights, powers and authority conferred by law or under other provisions of this Agreement. Without limiting the generality of the foregoing, such powers include the right on behalf of the Partnership, in [PARTY MANAGING THE PARTNERSHIP]' sole discretion, to: Acquire, purchase, renovate, improve, and own any property or assets necessary or appropriate or in the best interests of the business of the Partnership, and to acquire options for the purchase of any such property; Borrow money, issue evidences of indebtedness in connection therewith, refinance, increase the amount of, modify, amend or change the terms of, or extend the time for the payment of, any indebtedness or obligation of the Partnership, and secure such indebtedness by mortgage, deed of trust, pledge or other lien on Partnership assets; Sue on, defend or compromise any and all claims or liabilities in favor of or against the Partnership and to submit any or all such claims or liabilities to arbitration; File applications, communicate and otherwise deal with any and all governmental agencies having jurisdiction over, or in any way affecting, the Partnership's assets or any part thereof or any other aspect of the Partnership business; Retain services of any kind or nature in connection with the Partnership business, and to pay therefore such remuneration deem reasonable and proper; and Perform any and all other acts deem necessary or appropriate to the Partnership business. TRANSFER OF PARNERSHIP INTERESTS Restrictions on Transfer None of the Partners shall sell, assign, transfer, mortgage, encumber, or otherwise dispose of the whole or part of that Partner's interest in the Partnership, and no purchaser or other transferee shall have any rights in the Partnership as an assignee or otherwise with respect to all or any part of that Partnership interest attempted to be sold, assigned, transferred, mortgaged, encumbered, or otherwise disposed of, unless and to the extent that the remaining Partner(s) have given consent to such sale, assignment, transfer, mortgage, or encumbrance, but only if the transferee forthwith assumes and agrees to be bound by the provisions of this Agreement and to become a Partner for all purposes hereof, in which event, such transferee shall become a substituted partner under this Agreement.","Partnership Agreement","8","https://templates.business-in-a-box.com/imgs/1000px/partnership-agreement-D12551.png","https://templates.business-in-a-box.com/imgs/250px/12551.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#12551.xml",{"title":137,"description":6},"partnership agreement",[139,140],{"label":32,"url":97},{"label":141,"url":142},"Partnership Agreements","partnership-agreement","/template/partnership-agreement-D12551",{"description":145,"descriptionCustom":6,"label":146,"pages":147,"size":9,"extension":10,"preview":148,"thumb":149,"svgFrame":150,"seoMetadata":151,"parents":153,"keywords":152,"url":161},"EMPLOYMENT AGREEMENT - AT WILL EMPLOYEE This Employment Agreement for \"At Will\" Employee (the \"Agreement\") is made and effective this [DATE], BETWEEN: [EMPLOYEE NAME] (the \"Employee\"), an individual with his main address at: [COMPLETE ADDRESS] AND: [YOUR COMPANY NAME] (the \"Corporation\"), an entity organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] RECITALS In consideration of the covenants and agreements herein contained and the moneys to be paid hereunder, the Corporation hereby employs the Employee and the Employee hereby agrees to perform services as an employee of the Corporation, on an \"at will\" basis, upon the following terms and conditions: APPOINTMENT The Employee is hereby employed by the Corporation to render such services and to perform such tasks as may be assigned by the Corporation. The Corporation may, in its sole discretion, increase or reduce the duties, or modify the title and job description, of the Employee from time to time, and any such increase, reduction or modification shall not be deemed a termination of this Agreement. ACCEPTANCE OF EMPLOYMENT Employee accepts employment with the Corporation upon the terms set forth above and agrees to devote all Employee's time, energy and ability to the interests of the Corporation, and to perform Employee's duties in an efficient, trustworthy and business-like manner. DEVOTION OF TIME TO EMPLOYMENT The Employee shall devote the Employee's best efforts and substantially all of the Employee's working time to performing the duties on behalf of the Corporation. The Employee shall provide services during the hours that are scheduled by the Corporation management. The Employee shall be prompt in reporting to work at the assigned time. NO CONFLICT OF INTEREST Employee shall not engage in any other business while employed by the Corporation. Employee shall not engage in any activity that conflicts with the Employees duties to the Corporation. Employee shall not provide any service or lend any aid or assistance to any party that competes with the services offered by the Corporation. Employee shall not provide any services to clients or prospective clients of the Corporation outside of the provision of services for the Corporation, whether such services are provided with or without compensation or remuneration. CORPORATION PROPERTY Employee acknowledges and agrees that while employed by the Corporation the Employee may be provided with use of computer equipment and other property of the Corporation. The use and possession of the such items shall be subject to any policies, requirements or restrictions established by the Corporation. Such items may only be used in performance of the Employee's duties for the corporation. On request of the Corporation, the Employee shall immediately deliver any such items to the Corporation. Upon termination of employment, Employee shall have the affirmative duty to return any such item to the Corporation whether a request is made or not. The obligation to return Corporation property shall extend and include any and all work product, client property, proprietary rights, intangible property, and all other property of the corporation regardless of the form or medium. COMPENSATION The Corporation shall pay the Employee such hourly compensation as determined by the Corporation. Payment shall be at the same time as the Corporations usual payroll to other employees. BONUS & BENEFITS Payment of any bonuses shall be at the complete discretion of the Corporation. No guarantee or representation that any bonuses will be paid has been made to the Employee. Standard benefits that are provided to other non-management employees shall be offered to the Employee, subject to the Corporation's policies and the terms and conditions of such benefits. WITHHOLDING All sums payable to Employee under this Agreement will be reduced by all federal, state, local, and other withholdings and similar taxes and payments required by applicable law. QUALIFICATIONS OF EMPLOYEE The employee shall satisfy all of the qualification that are established by the Corporation. TERM OF AGREEMENT There shall be no guaranteed term of employment. Employer acknowledges and agrees that Employee shall be an \"At Will\" Employee and that Employee's employment may be terminated at any time by the Corporation, with or without cause. FEES FROM EMPLOYEE'S WORK The Corporation shall have exclusive authority to determine the fees, or a procedure for establishing the fees, to be charged to clients by the Corporation for services that are provided by the Employee. All sums paid to the Employee or the Corporation in the way of fees, in cash or in kind, or otherwise for services of the Employee, shall, except as otherwise specifically agreed by the Corporation, be and remain the property of the Corporation and shall be included in the Corporation's name in such checking account or accounts as the Corporation may from time to time designate. CLIENTS AND CLIENT RECORDS The Corporation shall have the authority to determine who will be accepted as clients of the Corporation, and the Employee recognizes that such clients accepted are clients of the Corporation and not the Employee. All client records and files of any type concerning clients of the Corporation shall belong to and remain the property of the Corporation, notwithstanding the subsequent termination of the employment. POLICIES AND PROCEDURES The Corporation shall have the authority to establish from time to time the policies and procedures to be followed by the Employee in performing services for the Corporation. This may include, but is not necessarily limited to, employment policies, computer use policies, Internet access policies, email policies, and all other policies, procedures, directives, and mandates established by the Corporation, whether or not in written form or formally adopted. Employee shall abide by the provisions of any contract entered into by the Corporation under which the Employee provides services. Employee shall comply with the terms and conditions of any and all contracts entered by the Corporation. TERMINATION Employee acknowledges and agrees that Employee is an \"at will\" employee of the Corporation. As such, no term of employment is created hereby and employee may be terminated at any time in the sole discretion of the Corporation, whether there exists any cause for termination or not. CREATIONS AND INVENTIONS Employee acknowledges and agrees that any and all work product of the Employee that is conceived or created during the Employee's employment with the Corporation is the exclusive property of the Corporation. This shall include any and all copyrights, trade secrets, confidential information, patents, trademarks, trade dress, ideas, concepts, plans, business plans, business concepts, techniques, inventions, drawings, artwork, logos, graphics, web pages, databases, software, programs, CGI's, plug ins, applications, brochures, inventions, marketing plans and concepts, and all other ideas and work product of the Employee. The Employee acknowledges and agrees that all creations shall be \"works made for hire\" as defined in the [ACT OR CODE]. Notwithstanding the fact that this material may be considered to be a work made for hire, Employee agrees, during Employee's employment and thereafter, which covenant shall survive any termination of the employment relationship, to execute any and all documents requested by the Corporation to confirm the Corporation's ownership and control of all such material, including but not limited to assignments of copyright, confirmations of work for hire status, waivers of proprietary rights, copyright application, and any other documents requested by Corporation. RESTRICTIVE COVENANTS","Employment Agreement_At Will Employee","7","https://templates.business-in-a-box.com/imgs/1000px/employment-agreement_at-will-employee-D541.png","https://templates.business-in-a-box.com/imgs/250px/541.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#541.xml",{"title":152,"description":6},"employment agreement_at will employee",[154,157,160],{"label":155,"url":156},"Human Resources","human-resources",{"label":158,"url":159},"Hire an Employee","hire-employee",{"label":32,"url":97},"/template/employment-agreement_at-will-employee-D541",{"description":163,"descriptionCustom":6,"label":164,"pages":117,"size":9,"extension":10,"preview":165,"thumb":166,"svgFrame":167,"seoMetadata":168,"parents":170,"keywords":173,"url":174},"[DATE] [CONTACT NAME] [ADDRESS] [ADDRESS 2] [CITY, STATE/PROVINCE] [ZIP/POSTAL CODE] SUBJECT: LETTER OF INTENT-ACQUISITION OF BUSINESS Dear [CONTACT NAME]: This letter (\"Letter of Intent\") sets forth the basic preliminary terms between the Buyer or his nominee and yourselves regarding the purchase of the [SPECIFY] business (the \"Business\") carried on by yourselves. Except as specifically set forth herein, this Letter of Intent shall not constitute an agreement between the parties and no agreement shall be deemed to exist until execution of a definitive purchase agreement. It is proposed that Buyer will acquire certain assets of the Business which Buyer believes to be necessary to the future of the Business, including the warehouse in [CITY/STATE] in which [COMPANY NAME] the Company has invested [AMOUNT] in cash and which has been financed by a mortgage loan of approximately [AMOUNT] granted by the [SPECIFY COMPANY] [CITY/STATE]. Buyer understands that the said warehouse has no other charges or liabilities affecting it other than the said mortgage loan. Buyer may either purchase the warehouse outright or enter into a lease-purchase or instalment transfer of ownership which is satisfactory to both parties. The gross purchase price for the said warehouse will be [AMOUNT]. Buyer may purchase or lease barrels and other equipment currently owned by the Company which are necessary to operate the Business, on a cash or instalment basis agreeable to both parties. The specific assets to be purchased and the amounts to be paid by Buyer in connection with this transaction remain to be negotiated by the parties. This Letter of Intent also evidences the intentions of the parties with respect to the following agreements: Buyer will enter into a [NUMBER]-year employment agreement with [COMPANY NAME], providing for the Company will be responsible for the purchase of [SPECIFY] for Buyer. The agreement will contain the customary terms and conditions found in employment agreements in similar transactions and will provide for the usual non-competition and non-solicitation covenants to be entered into by the Company in favour of Buyer. It is expressly understood that if the contemplated transaction is consummated, the aggregate amount of commission paid or payable to yourselves (net of reasonable expenses acceptable to Buyer) in respect of all purchases of [SPECIFY] made through you from the date of this Letter of Intent to the date of closing, with the exception of commissions earned on the [NUMBER] truckloads of [SPECIFY] to be delivered to Buyer during the week of [DATE] to [DATE], will be applied against remuneration payable to the Company in the first year of his employment agreement. If the contemplated transaction is not consummated, all such commissions paid or payable will be treated as commissions. Buyer will enter into a [NUMBER]-year employment agreement with [EMPLOYEE NAME], providing for the payment of a gross base salary of [ANNUAL SALARY] per year, to be paid weekly, subject to annual review. [EMPLOYEE NAME] will be President of the Business and the employment agreement will provide for health benefits, automobile, expenses and bonus arrangements","Letter of Intent_Acquisition of Business","https://templates.business-in-a-box.com/imgs/1000px/letter-of-intent_acquisition-of-business-D5197.png","https://templates.business-in-a-box.com/imgs/250px/5197.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#5197.xml",{"title":169,"description":6},"letter of intent_acquisition of business",[171,172],{"label":32,"url":97},{"label":32,"url":97},"letter intent_acquisition business","/template/letter-of-intent_acquisition-of-business-D5197",false,{"seo":177,"reviewer":187,"quick_facts":191,"at_a_glance":193,"personas":197,"variants":218,"glossary":244,"sections":278,"how_to_fill":329,"common_mistakes":370,"faqs":387,"industries":415,"comparisons":432,"diy_vs_pro":443,"related_template_ids_curated":456,"schema":464,"classification":466},{"meta_title":178,"meta_description":179,"primary_keyword":15,"secondary_keywords":180},"How To Create A Contract | BIB","Free guide and template for creating a contract from scratch. Covers essential clauses, drafting steps, common mistakes, and when to get legal review.",[181,182,183,184,185,186],"how to write a contract","how to draft a contract","contract drafting guide","contract template word","contract writing guide","contract creation checklist",{"name":188,"credential":189,"reviewed_date":190},"Bruno Goulet","CEO, Business in a Box","2026-05-02",{"difficulty":192,"legal_review_recommended":175,"signature_required":175},"medium",{"what_it_is":194,"when_you_need_it":195,"whats_inside":196},"How To Create A Contract is a practical step-by-step guide and Word template that walks you through drafting a legally sound, professionally structured contract from scratch. It covers every core component — from identifying the parties and defining obligations to setting payment terms, dispute resolution, and termination — so you can produce a usable contract without starting from a blank page.\n","Use it whenever you need to formalize a business relationship in writing for the first time, adapt an existing template to a new situation, or train a team member on the fundamentals of contract structure. It is also useful as a checklist before signing any agreement you did not draft yourself.\n","A structured drafting guide covering parties and recitals, scope of work, payment terms, representations and warranties, confidentiality, IP ownership, termination, dispute resolution, and governing law — with plain-English explanations and sample language for each section.\n",[198,202,206,210,214],{"title":199,"use_case":200,"icon_asset_id":201},"Small business owners","Drafting their first vendor or client agreement without in-house legal","persona-small-business-owner",{"title":203,"use_case":204,"icon_asset_id":205},"Freelancers and consultants","Creating a reusable contract structure for project-based client engagements","persona-freelancer",{"title":207,"use_case":208,"icon_asset_id":209},"Startup founders","Understanding what must be in a contract before signing early partnerships","persona-startup-founder",{"title":211,"use_case":212,"icon_asset_id":213},"Operations managers","Standardizing how the business creates and reviews contracts across teams","persona-operations-director",{"title":215,"use_case":216,"icon_asset_id":217},"Procurement professionals","Evaluating supplier-submitted contracts against a known drafting standard","persona-procurement",[219,222,225,229,232,236,240],{"situation":220,"recommended_template":102,"slug":221},"Engaging an independent contractor for a defined project","independent-contractor-agreement-D160",{"situation":223,"recommended_template":88,"slug":224},"Selling goods or services to a business client","service-agreement-D12711",{"situation":226,"recommended_template":227,"slug":228},"Protecting confidential information before negotiations begin","Non-Disclosure Agreement","non-disclosure-agreement-nda-D12692",{"situation":230,"recommended_template":131,"slug":231},"Formalizing a partnership between two business owners","partnership-agreement-D12551",{"situation":233,"recommended_template":234,"slug":235},"Hiring a full-time employee with enforceable IP and non-compete terms","Employment Contract","employment-agreement_at-will-employee-D541",{"situation":237,"recommended_template":238,"slug":239},"Licensing software or intellectual property to another party","Software License Agreement","software-license-agreement-D12928",{"situation":241,"recommended_template":242,"slug":243},"Renting commercial space or equipment to a business","Commercial Lease Agreement","lease-agreement-D1179",[245,248,251,254,257,260,263,266,269,272,275],{"term":246,"definition":247},"Offer","A clear proposal by one party to enter into an agreement on specific terms — one of the three elements required for a binding contract.",{"term":249,"definition":250},"Acceptance","Unambiguous agreement to the exact terms of an offer, completing the mutual assent required to form a contract.",{"term":252,"definition":253},"Consideration","Something of value exchanged between the parties — money, services, or a promise to act or refrain from acting — that makes the contract enforceable.",{"term":255,"definition":256},"Recitals","Background statements at the start of a contract that describe the context and purpose of the agreement without creating binding obligations.",{"term":258,"definition":259},"Representations and Warranties","Statements of fact (representations) and promises that those facts will remain true (warranties) that a party makes to induce the other to enter the contract.",{"term":261,"definition":262},"Indemnification","A clause requiring one party to compensate the other for specified losses, damages, or legal costs arising from defined events or breaches.",{"term":264,"definition":265},"Force Majeure","A clause excusing a party from performance when extraordinary events outside their control — natural disasters, government actions, pandemics — make performance impossible.",{"term":267,"definition":268},"Severability","A clause stating that if one provision of the contract is found unenforceable, the rest of the agreement remains in effect.",{"term":270,"definition":271},"Entire Agreement Clause","A clause confirming that the written contract is the complete and final agreement, superseding all prior emails, letters, and verbal promises.",{"term":273,"definition":274},"Governing Law","The jurisdiction whose laws will be used to interpret and enforce the contract in the event of a dispute.",{"term":276,"definition":277},"Liquidated Damages","A pre-agreed sum specified in the contract that one party pays the other if a particular breach occurs, avoiding the need to prove actual loss.",[279,284,289,294,299,304,309,314,319,324],{"name":280,"plain_english":281,"sample_language":282,"common_mistake":283},"Parties and recitals","Identifies who is entering the contract using full legal names and entity types, and provides background context for why the agreement is being made.","This Agreement is entered into as of [DATE] between [PARTY A LEGAL NAME], a [ENTITY TYPE] organized under the laws of [STATE/COUNTRY] ('Client'), and [PARTY B LEGAL NAME], a [ENTITY TYPE] ('Service Provider'). WHEREAS, Client desires to engage Service Provider for [PURPOSE], the parties agree as follows.","Using trade names or nicknames instead of registered legal entity names. If the entity name on the contract doesn't match the signatory's legal registration, enforcing the agreement against the right party becomes complicated.",{"name":285,"plain_english":286,"sample_language":287,"common_mistake":288},"Definitions","Lists capitalized terms used throughout the contract with precise meanings so both parties interpret them identically.","As used in this Agreement: 'Deliverables' means [DESCRIPTION]. 'Confidential Information' means [DESCRIPTION]. 'Term' means the period from [START DATE] to [END DATE] unless earlier terminated.","Defining a term in the body of the contract rather than in the definitions section. Scattered definitions cause inconsistency when the same word appears in multiple clauses.",{"name":290,"plain_english":291,"sample_language":292,"common_mistake":293},"Scope of work and deliverables","Describes exactly what one party agrees to provide, produce, or perform — including any timelines, specifications, and acceptance criteria.","Service Provider shall perform the services described in Schedule A ('Services') and deliver the items listed in Schedule B ('Deliverables') by [DATE]. Acceptance criteria: [CRITERIA]. Changes to scope require a written change order signed by both parties.","Writing scope in broad, aspirational language with no measurable outputs. 'Marketing support' creates a dispute; '4 social posts per week and one 1,000-word blog article per month' does not.",{"name":295,"plain_english":296,"sample_language":297,"common_mistake":298},"Payment terms and invoicing","States the fee structure, invoicing schedule, payment method, due dates, and consequences for late payment.","Client shall pay Service Provider $[AMOUNT] as follows: [X]% upon execution ($[AMOUNT]), [X]% upon delivery of Deliverables ($[AMOUNT]). Invoices are due within [30] days of receipt. Late balances accrue interest at [1.5]% per month.","Omitting a late-payment interest clause. Without one, you have no contractual basis to charge interest on overdue invoices and must rely on jurisdiction-specific statutory rates, which vary widely.",{"name":300,"plain_english":301,"sample_language":302,"common_mistake":303},"Representations and warranties","Each party confirms key facts about themselves — legal authority to sign, no conflicting obligations, and fitness of the deliverables — that the other party is relying on.","Each party represents and warrants that: (a) it has full legal authority to enter this Agreement; (b) execution does not conflict with any other agreement; and (c) the Services will be performed in a professional and workmanlike manner.","Copying boilerplate warranties without checking them against actual capabilities. Warranting that software will be 'error-free' when it cannot be creates immediate breach exposure.",{"name":305,"plain_english":306,"sample_language":307,"common_mistake":308},"Intellectual property ownership","Clarifies who owns the work product created during the contract — the client, the service provider, or both under a license arrangement.","Upon receipt of full payment, Service Provider assigns to Client all right, title, and interest in the Deliverables. Service Provider retains ownership of all pre-existing tools, frameworks, and background IP, and grants Client a perpetual, royalty-free license to use such IP solely as embedded in the Deliverables.","Omitting an IP clause entirely. Without one, the service provider may retain copyright in deliverables under default law — the client paid for a service but not necessarily ownership of the output.",{"name":310,"plain_english":311,"sample_language":312,"common_mistake":313},"Confidentiality","Prohibits each party from disclosing the other's proprietary information to third parties, and defines what counts as confidential.","Each party agrees to hold the other's Confidential Information in strict confidence and not to disclose it to any third party without prior written consent. This obligation survives termination of the Agreement for a period of [2] years.","Failing to specify a survival period. A confidentiality obligation that expires when the contract ends may leave sensitive information unprotected — most courts expect a defined post-term duration.",{"name":315,"plain_english":316,"sample_language":317,"common_mistake":318},"Term and termination","States how long the contract lasts, the conditions under which either party may end it early, and what happens to outstanding obligations when it ends.","This Agreement commences on [START DATE] and continues until [END DATE] unless terminated earlier. Either party may terminate for convenience with [30] days' written notice. Either party may terminate immediately for material breach if the breach is not cured within [15] days of written notice.","No cure period before termination for breach. Courts generally require a reasonable opportunity to remedy a breach; omitting one makes the termination clause harder to enforce and can expose the terminating party to wrongful-termination claims.",{"name":320,"plain_english":321,"sample_language":322,"common_mistake":323},"Dispute resolution and governing law","Specifies how the parties will handle disagreements — negotiation, mediation, arbitration, or litigation — and which jurisdiction's laws apply.","The parties agree to attempt good-faith negotiation for [30] days before initiating formal proceedings. Any unresolved dispute shall be settled by binding arbitration administered by [AAA/JAMS] in [CITY, STATE]. This Agreement is governed by the laws of [STATE], without regard to conflict-of-law principles.","Choosing a governing law with no connection to where either party operates. Some jurisdictions — particularly California — apply local law regardless of what the contract says, making an incongruent choice both impractical and potentially unenforceable.",{"name":325,"plain_english":326,"sample_language":327,"common_mistake":328},"General provisions (boilerplate)","Standard closing clauses — entire agreement, severability, waiver, amendment, and notice — that protect the structural integrity of the contract.","This Agreement constitutes the entire agreement between the parties and supersedes all prior representations and understandings. No amendment is effective unless in writing and signed by both parties. If any provision is held unenforceable, the remaining provisions continue in full force.","Treating boilerplate as filler and copying it without reading it. A waiver clause that says 'failure to enforce a right is not a waiver' is substantively different from one that omits that language — and the difference matters in disputes.",[330,335,340,345,350,355,360,365],{"step":331,"title":332,"description":333,"tip":334},1,"Identify the parties using their full legal names","Look up the registered legal entity name for every party on the state or provincial corporate registry. Enter the entity type (LLC, Inc., sole proprietor) and state of organization.","Ask the other party to confirm their legal name in writing before you draft — a name mismatch discovered after signing creates an amendment before you've even started.",{"step":336,"title":337,"description":338,"tip":339},2,"Define the scope in measurable, specific terms","List every deliverable, service, or obligation with a quantity, format, and deadline. Move detailed specifications to a Schedule A so the main body stays readable.","Read the scope aloud to someone unfamiliar with the project. If they can't tell you exactly what will be delivered by when, rewrite it until they can.",{"step":341,"title":342,"description":343,"tip":344},3,"Set payment terms with specific dates and amounts","Enter the total fee, the payment schedule (milestone-based, monthly, or on delivery), the invoice due date (e.g., Net 30), and the late-payment interest rate.","Always include a late-payment interest clause — even if you never invoke it, its presence accelerates payment behavior.",{"step":346,"title":347,"description":348,"tip":349},4,"Clarify intellectual property ownership explicitly","Decide whether the client owns the deliverables outright (full assignment), the provider retains them and grants a license, or ownership is split. Write the outcome into the IP clause directly — do not leave it implied.","For any contract involving code, design, or written content, an IP clause is non-negotiable. Default copyright law in most jurisdictions favors the creator, not the buyer.",{"step":351,"title":352,"description":353,"tip":354},5,"Write the termination clause with a cure period","Set a notice period for convenience termination (typically 14–30 days) and a cure period for breach termination (typically 10–15 days). Specify what happens to work in progress and deposits if terminated early.","Define what constitutes 'material breach' with at least two concrete examples. Vague breach definitions are the most litigated contract provision.",{"step":356,"title":357,"description":358,"tip":359},6,"Select governing law and dispute resolution method","Choose the jurisdiction where at least one party is located or where performance primarily occurs. Decide between arbitration (faster, private, binding) and litigation (public court record, right to appeal).","Arbitration clauses should name a specific arbitration body (AAA or JAMS in the US) and a seat city — omitting either creates a procedural dispute before the substantive one is even heard.",{"step":361,"title":362,"description":363,"tip":364},7,"Add the boilerplate provisions and review for consistency","Include entire-agreement, severability, amendment, waiver, and notice clauses. Then read the entire contract checking that every defined term is used consistently and every cross-reference is accurate.","Search the document for every capitalized term and confirm it appears in the definitions section. Undefined capitalized terms are a common drafting error that creates interpretive ambiguity.",{"step":366,"title":367,"description":368,"tip":369},8,"Execute before any work or payment begins","Both parties must sign before any work starts or money changes hands. Use a dated signature block with printed name, title, and date for each signatory.","For contracts over $5,000 or any engagement with meaningful IP or confidentiality exposure, use a timestamped e-signature platform to create an audit trail of when and by whom the document was signed.",[371,375,379,383],{"mistake":372,"why_it_matters":373,"fix":374},"Starting work before the contract is signed","Beginning performance before execution gives courts reason to imply terms from conduct rather than the written document — typically resulting in terms less favorable than what you negotiated.","Make execution a precondition to any kickoff call, deposit request, or first deliverable. Treat an unsigned contract as no contract at all.",{"mistake":376,"why_it_matters":377,"fix":378},"Copying a contract from the internet without adapting it","Generic online contracts are often drafted for a different jurisdiction, entity type, or transaction structure. Key clauses — IP ownership, limitation of liability, governing law — may contradict your actual situation or be unenforceable where you operate.","Start from a jurisdiction-appropriate template and read every clause, confirming each applies to your specific deal before finalizing.",{"mistake":380,"why_it_matters":381,"fix":382},"Leaving scope language vague to 'maintain flexibility'","Vague scope creates scope creep, unpaid additional work, and disputes about what was agreed — the single most common source of contract litigation between freelancers and clients.","Define deliverables with quantity, format, and deadline. Use a written change-order process for any out-of-scope requests.",{"mistake":384,"why_it_matters":385,"fix":386},"Omitting a limitation of liability clause","Without a cap on damages, a service provider can be held liable for consequential losses — lost profits, downstream customer claims — far exceeding the contract value.","Include a mutual limitation of liability capping each party's exposure at the fees paid in the prior 12 months, or the total contract value, whichever is greater.",[388,391,394,397,400,403,406,409,412],{"question":389,"answer":390},"What makes a contract legally binding?","A contract is generally legally binding when it contains three elements: offer (a clear proposal on specific terms), acceptance (unambiguous agreement to those exact terms), and consideration (something of value exchanged by both sides). The parties must also have legal capacity to contract — they must be adults of sound mind acting voluntarily. Some contract types, such as those involving real estate or agreements lasting more than one year, typically must be in writing to be enforceable.\n",{"question":392,"answer":393},"Do contracts need to be notarized to be enforceable?","Most business contracts do not require notarization to be enforceable. Notarization is generally required only for specific document types such as real estate deeds, powers of attorney, and certain affidavits. For standard service agreements, vendor contracts, and NDAs, a signed and dated document — including an e-signature — is typically sufficient. If you are unsure, check the requirements for your specific contract type in your jurisdiction.\n",{"question":395,"answer":396},"Can I write my own contract without a lawyer?","Yes — for standard, lower-stakes engagements, a well-structured template is typically sufficient. Most freelance agreements, vendor contracts, and simple service agreements can be created and used without legal assistance. Consider engaging a lawyer when the contract value is high, the IP or liability exposure is significant, the other party is represented by counsel, or the engagement spans multiple jurisdictions.\n",{"question":398,"answer":399},"What is the difference between a contract and an agreement?","In everyday usage the terms are interchangeable, but technically an agreement is any mutual understanding between parties, while a contract is an agreement that is legally enforceable because it includes offer, acceptance, and consideration. Every contract is an agreement, but not every agreement rises to the level of an enforceable contract.\n",{"question":401,"answer":402},"Does a contract have to be signed to be enforceable?","A signature is strong evidence of acceptance but is not always legally required. Courts have enforced contracts based on conduct, email exchanges, or payment alone. That said, a signed written contract is far easier to enforce and interpret than an implied one. For any business relationship involving money, IP, or confidentiality, always get it in writing and signed before work begins.\n",{"question":404,"answer":405},"What should I do if the other party wants to change the contract after signing?","Changes to a signed contract must be made through a written amendment or addendum signed by both parties. Verbal agreements to change contract terms are difficult to prove and may be unenforceable, especially if your contract includes an entire-agreement or written-amendment-only clause. Never agree to a material change by email alone without a formal amendment referencing the original contract.\n",{"question":407,"answer":408},"How specific does the scope of work need to be?","Specific enough that a neutral third party — such as a judge or arbitrator who has no context — can read it and determine whether the work was completed. Describe deliverables with quantity, format, and deadline. If the scope is complex, attach a detailed Schedule A rather than embedding every specification in the body. Scope disputes are the most common cause of contract litigation between service providers and clients, so precision here is never wasted effort.\n",{"question":410,"answer":411},"What happens if a clause in my contract is unenforceable?","If your contract includes a severability clause — which most well-drafted contracts do — the remainder of the agreement stays in force even if one provision is struck down by a court. Without a severability clause, an unenforceable provision could potentially void the entire contract, depending on how central it is to the agreement. This is why boilerplate clauses, including severability, should never be omitted.\n",{"question":413,"answer":414},"When should I use arbitration instead of a court clause?","Arbitration is generally faster, less expensive, and private compared to court litigation — making it preferable for most business contracts. Choose litigation instead when the dispute is likely to involve a significant public record (e.g., injunctive relief), when one party is a consumer with statutory rights that arbitration clauses cannot waive, or when you anticipate needing discovery tools only available in court proceedings.\n",[416,420,424,428],{"industry":417,"icon_asset_id":418,"specifics":419},"Professional services","industry-professional-services","Scope-of-work precision is critical — consulting, legal, and accounting engagements routinely result in scope disputes when deliverables are described in hours rather than outputs.",{"industry":421,"icon_asset_id":422,"specifics":423},"Technology / SaaS","industry-saas","IP ownership and software license grants require careful drafting; default copyright law assigns ownership to the creator, not the client, absent an explicit assignment clause.",{"industry":425,"icon_asset_id":426,"specifics":427},"Creative and marketing agencies","industry-marketing","Usage rights for creative assets — whether the client can resell, sublicense, or modify deliverables — must be defined explicitly to avoid post-project disputes.",{"industry":429,"icon_asset_id":430,"specifics":431},"Construction and trades","industry-construction","Payment milestone structures tied to project phases, change-order procedures, and lien-waiver references are standard requirements that generic contract templates often omit.",[433,435,437,439],{"vs":88,"vs_template_id":224,"summary":434},"A service agreement is a ready-to-use contract for a specific service engagement — it is the finished document. How To Create A Contract is the drafting guide that teaches you the structure and logic behind any contract, including service agreements. Use the guide to understand what you are signing or to adapt a template; use the service agreement to formalize a client engagement directly.",{"vs":227,"vs_template_id":228,"summary":436},"An NDA is a single-purpose contract protecting confidential information — it typically covers just one clause type. How To Create A Contract covers the full structure of a multi-clause business agreement, including confidentiality as one of many components. Use an NDA when confidentiality alone is the issue; use this guide when you need to draft a complete, multi-obligation contract.",{"vs":102,"vs_template_id":221,"summary":438},"An independent contractor agreement is a pre-built contract for engaging freelancers or contractors. This guide explains the building blocks that make that agreement work — scope, IP, payment, termination — so you can use, modify, or evaluate any contractor agreement with confidence rather than accepting the other party's template at face value.",{"vs":440,"vs_template_id":441,"summary":442},"Letter of Intent","letter-of-intent-D254","A letter of intent outlines agreed terms in a non-binding preliminary document before a formal contract is drafted. How To Create A Contract picks up where the LOI leaves off — converting agreed points into enforceable obligations with the structural clauses (warranties, IP, termination, governing law) that a letter of intent deliberately omits.",{"use_template":444,"template_plus_review":448,"custom_drafted":452},{"best_for":445,"cost":446,"time":447},"Small business owners, freelancers, and first-time contractors drafting standard service or vendor agreements","Free","30–60 minutes per contract",{"best_for":449,"cost":450,"time":451},"Contracts over $10,000, agreements involving IP assignment, or engagements with a foreign counterparty","$200–$600 for a 1-hour lawyer review","1–3 days",{"best_for":453,"cost":454,"time":455},"Complex multi-party arrangements, regulated industries, or contracts with material liability exposure above $100,000","$1,000–$5,000+","1–3 weeks",[224,221,228,231,235,457,458,459,460,461,462,463],"letter-of-intent_acquisition-of-business-D5197","purchase-order-D1411","consulting-agreement---long-D12543","vendor-agreement-D13292","master-service-agreement-D12657","scope-of-work-D12679","contract-addendum-D13172",{"emit_how_to":465,"emit_defined_term":465},true,{"primary_folder":97,"secondary_folder":467,"document_type":468,"industry":469,"business_stage":470,"tags":471,"confidence":476},"terms-and-warranties","guide","general","all-stages",[472,468,473,474,475],"contract","legal","agreement","template",0.85,"\u003Ch2>What is a How To Create A Contract guide?\u003C/h2>\n\u003Cp>A \u003Cstrong>How To Create A Contract\u003C/strong> guide is a structured operational reference that walks you through every component of a business contract — from identifying the parties and defining obligations to setting payment terms, assigning intellectual property, and specifying what happens when things go wrong. Rather than presenting a single pre-written agreement, it explains the purpose and logic behind each clause so you can draft, adapt, or evaluate any contract with confidence. The guide covers ten core sections found in virtually every enforceable business contract, with plain-English explanations and sample language for each.\u003C/p>\n\u003Ch2>Why You Need This Document\u003C/h2>\n\u003Cp>Without a clear understanding of contract structure, businesses routinely sign agreements with dangerous gaps: no IP ownership clause, no limitation of liability, no defined termination process, and scope language vague enough to support two contradictory interpretations simultaneously. Each of these gaps is a potential dispute waiting to happen — and disputes are expensive even when you win. Freelancers who start work before a contract is signed have no enforceable basis for their fee. Business owners who accept the other party's template without reviewing the governing law clause may find themselves subject to a jurisdiction they've never operated in. This guide gives you the vocabulary and structure to produce contracts that protect your interests, clearly define mutual obligations, and hold up if a disagreement reaches arbitration or court. The Business in a Box template puts the full drafting framework in your hands in under an hour.\u003C/p>\n",1779808903918]