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contracts
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We have a few vendors and consultants how are sole proprietors or part of small firms, where one person is critical to the service they provide. In one case the vendor has a special license that we depend on. The consultants all have special skills. They do good work and we have no desire to replace them. We are concerned, however, that something might happen to the vendor or consultant mid-project. What steps can we take to protect ourselves mid project? What can we do before engaging with a new consultant or vendor with a key person?
asked by Kylie19
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We are would like to buy our first small business. The seller said that he is "open to an earn out." The company is a subchapter C corporation, but this issue came up in another deal where the business was organized as a California limited liability company (LLC). I would appreciate a business and finance explanation of an earn, not a legal description.
asked by Idona
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We are opening a facility in California and understand that non-competes are effectively illegal there.
asked by guy79
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We are a small software company that has recently starting getting traction in the enterprise market. Our price point is modest relative to other applications. A prospective customer just asked us for the first time to sign a unilateral NDA. We do not have in house counsel.
asked by Kylie19
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I recently joined a healthcare company to set up and run its contract management function. While I have lots of contract management experience. The nuances of health care contract management are new to me. We have a lot of Business Associates Agreements (BAAs). Our team asks me for a new every time they start talking to a potential vendor or provider. I would like a better understanding of a BAA, but I also need to know when a Business Associates Agreement is required and once executed, how do I track it.
asked by halee71
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We want to make our contracts more useful to managers throughout the company. Full text search of contract files does not actually help them get what they need because it often shows too many or too few results. Even if they find a useful provision, the manager still has to interpret the language, which is the job of our legal department. Is there a way to track provisions in a more structured and consistent manner that would show on a report? We would like to show the obligations or requirements across our contract portfolio.
asked by Maddy
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We provide services to customers using a product sold by a company we are partnering with. We negotiated a contract where we provide those services at a reduce rate and the company pays us a royalty on sales of the product as compensation for the reduced service rate. Our auditors have told us that the income we receive from these royalty payments is taxable as ordinary income rather than at the lower tax rate for royalties, but we are struggling to understand why.
asked by Montana23
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We typically use auto-renewing contracts for a long term supply agreements. However, we are looking at using evergreen contracts for a few contracts. I'd like to understand the differences between evergreen contracts and auto renewal contracts.
asked by beck59
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With so many lease agreements for different pieces of equipment, it does not make sense to track our "lease agreements," because that is too general. We would like to distinguish the contracts or leases in some way other than by type of contract. They are still leases after all. Is there a way to track contracts by the type of equipment or subject of the contract?
asked by kc_3
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We are developing a list of potential acquisition targets in our industry. We have existing alliance or joint venture agreements with some of these companies. We can get to the fuzzy front end to open the discussion, but then our conversations stall because they all want a Letter of Intent (LOI). Since we are simply shopping for one acquisition target among many we don't have enough answers to give them a LOI. After some research it seems like an Indication of Interest (IOI) is a better tool for our needs. We would like to understand how an Indication of Interest fits in the negotiation process. It would also be useful to understand what an IOI should cover? What are the main differences with an LOI?
asked by vera7
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We have contracts with regulated companies (health care). The contracts require us as a vendor to monitor and comply with laws that cover our work with our clients. Our client health care companies also have the right to review our performance and processes. I'm not sure how to perform or track compliance reviews related to a contract.
asked by halee71
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I am new to contract management. Most of our contracts have fixed terms. But I've just learned that contract "auto-renewed" without anyone on our team knowing about it. How can I figure out whether a contract is auto-renewing?
asked by mmodero