Kenji

Contracts & Agreements

General Information

Contracts and agreements are central to a business’s operations. Whether your business is leasing a new office space, purchasing new equipment, or hiring an employee, contracts are involved. It is important to understand the provisions of the contract, your rights, the other party’s responsibilities, and the implications before signing a contract. An experienced contract attorney can sift through detailed documents to identify potential issues and help draft custom provisions for your unique needs – giving you protection and peace of mind.

While there are many places to get form documents that are may be well-drafted, they typically have very general provisions that may not be suited for your unique circumstances. The value an experienced contract attorney brings is not solely in a document. An experienced contract attorney will help you understand the details and can help customize documents to your unique needs. If negotiations occur, an experienced contract attorney can help negotiate the best terms for you.

Confidentiality Agreements

Confidentiality agreements, also known as Non-Disclosure Agreements or NDAs, are crucial agreements for any party that needs to protect confidential information, such as proprietary information or trade secrets. Under a confidentiality agreement, the parties agree not to disclose the information covered by the agreement.

Confidentiality agreements can be either unilateral or mutual. Under a unilateral agreement, one party will be disclosing confidential information to another party who promises to maintain the confidentiality of that information, such as when talking to a potential investor. Under a mutual agreement, the parties will be sharing confidential information that must be kept confidential, such as when two businesses are considering merging.

Confidentiality agreements arise in many situations including:

  • Hiring employees
  • Working with consultants
  • Talking with investors
  • Finding suppliers, manufacturers, or vendors
  • Acquiring or working with another business

Licensing Agreement

License agreements allow a party (the licensor) who holds intellectual property rights to make money from an invention, work, or trademark, by charging a third-party (the licensee) to use the intellectual property. For example, a retailer might reach an agreement to produce and sell merchandise bearing a professional sports team’s name and logo. Due to the complexity and significant value of intellectual property, properly structuring a licensing agreement and negotiating the details is very important and typically involves each party's attorneys.

Sales Agreements

A sales agreement is probably one of the most frequent types of contracts a business encounters. Sales agreements are contracts where the seller promises to sell and the purchaser promises to buy something. The sales agreement contains all the details of the purchase which can include what the item is, quantity, delivery date, etc.

Founders' Agreement

A founders’ agreement is an important document to develop when getting a new enterprise, with more than one founder off the ground. Founders’ agreements set a clear understanding about the roles and responsibilities, equity ownership and vesting, and intellectual property ownership, among other things.

Partnership Agreements

A partnership agreement between two or more partners that sets out the roles and responsibilities, management, capital contribution, profit and loss distribution, withdrawal of a partner, dissolution of the partnership, and other general rules about the partnership. As with any type of business entity it is important to set out the rules that govern a partnership at the start of the partnership and an experienced attorney can help advise the partners on where issues can typically arise.

Employment Agreements

If your business is hiring employees, employment agreements will be important. Employment agreements are entered into between a company and the employee. They set out the obligations and expectations of each party, helping to prevent or limit future disputes. Typical issues that may be included in employment agreements include compensation, bonuses, equity, vesting schedule, scope of employment, title, benefits, term of employment, termination, confidentiality, invention assignment, indemnification, non-competition, dispute resolution, etc. As you can see there are many considerations and negotiations can be difficult, often involving experienced attorneys.

Termination Agreements

A termination agreement sets out the process by which a contract can be ended prior to the natural termination of the agreement. While any contract with remaining performance could potentially be terminated, termination agreements are typically associated with the termination of an employee. In the case of employee termination, a termination agreement sets out the responsibilities of the employer and the terminated employee which may include severance pay, confidentiality, a non-competition clause, and what happens if a party violates the agreement.

Other Agreements

The above list is not an exhaustive list of agreement types. Other types of agreements that Kenji attorneys can help your business draft, review, or negotiate include:

  • Website Terms of Service
  • Website Privacy Policies
  • SaaS Sales Agreements
  • Indemnification Agreements
  • Operating Agreements
  • Joint Venture Agreements
  • Real Estate Leases

Cost

Cost vary depending on the type and length of the contract, attorney rates, attorney experience, and necessary turnaround time, among other considerations. If you simply need a contract reviewed and commented on it will be much less than if you need an attorney to negotiate an agreement for you.

Since each business and agreement is unique, with Kenji you can now easily request custom proposals from vetted attorneys and find the best one for your business – saving you time and money.