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Ask HN: Could you share your general purpose development contracts?

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Re: Ask HN: Could you share your general purpose development contracts?

#41

Post by philmcc »

biot wrote: post #35
johnorourke wrote: post #19

I work on small projects (from $5k to $50k) and have no formal contracts. My thinking is that: - the client can afford more expensive lawyers than I can, so regardless of the truth they would be able to wipe me out - if the client has to read the detail of the contract, it's probably too late to save the relationship anyway - maintaining the relationship is everything, being honest and open and striving to maintain a…

Say you have the best client in the world (perhaps your own brother) and you do $5K worth of work. A few years later the company is acquired, gets all new management, and now your $5K software is supporting a $500M/year business. Some noob in IT blindly updates all the servers without testing compatibility and your software breaks. A week later you get back from your totally offline trek through Nepal to find angry v…

This is sort of terrifying. What kind of clause prevents this potential outcome?

Re: Ask HN: Could you share your general purpose development contracts?

#42

Post by DennisP »

reboog711 wrote: post #12

The ones I use are on the sidebar of my blog; which I posted in conjunction with an article I wrote ( Deconstructing the Consulting Contract ) for a print publication called Fusion Authority Quarterly Update (FAQU): http://www.jeffryhouser.com/download.cfm/dir/software/file/c... . I do not know if the article is still available anywhere; it is from 2005. [Maybe I should update said documents; but primarily very littl…

What rights do they ask for that you refuse to give away?

Re: Ask HN: Could you share your general purpose development contracts?

#43

Post by nickbauman »

Whenever possible, I try to strike Agile Contracts where the client is given control ONE of three levers: The Scope lever (how much will be done). The Time lever (how much time will be spent). The Money lever (how much will the client spend). If you try to give your client more than one of these levers, you're fooling yourselves, because it isn't really possible. Some aspect of the project will suffer in a way that violates the basis of a good business relationship and / or a good outcome.

More information on Agile Contracts:

http://www.agilecontracts.org/

Re: Ask HN: Could you share your general purpose development contracts?

#44

Post by lewi »

philmcc wrote: post #41
biot wrote: post #35

Earlier quoted context omitted.

Say you have the best client in the world (perhaps your own brother) and you do $5K worth of work. A few years later the company is acquired, gets all new management, and now your $5K software is supporting a $500M/year business. Some noob in IT blindly updates all the servers without testing compatibility and your software breaks. A week later you get back from your totally offline trek through Nepal to find angry v…

This is sort of terrifying. What kind of clause prevents this potential outcome?

Not a lawyer and this isn't legal advice.

I'm fairly sure it's called a limited liability clause. They are literally everywhere. Ski resorts, adventure parks, paintball facilities, and even pools. There are many ways these are worded. Keep an eye out anytime you partake in a service/activity where there is a whiff of danger.

Edit: In terms of asset protection (losing houses and retirement) an LLC, GmbH, or Pty. Ltd. will limit loses to assets owned by the company.

Again talk to a lawyer.

Re: Ask HN: Could you share your general purpose development contracts?

#45

Post by pekk »

pbnjay wrote: post #26
brudgers wrote: post #10

[IANAL] I come from a field, AEC, which in the US uses a lot of standard contracts. The AIA contracts, though not the only option, are very common and have been developed over the course of 100 years. The architecture series start with B. These are, in my opinion, a good model for a software consulting project because: + Neither party really knows the full scope of the work when the contract is let. As my mentor Ronn…

> + One person is the technical expert. The other party hires them for their judgement. The contract acknowledges that. I love this one. Anyone have ideas on how to apply this to software development? I really hate it when clients say "I want X" and I have to take an inordinate amount of time telling them why X is a very bad idea both in terms of effort and value. Generally this is during scoping so I have no way of…

The consensus seems to be "telling them why something is a bad idea at length is part of the job" and "doing it the stupid way at additional cost, because they insisted, is part of the job."

But I think we can go too far emphasizing pleasing the client sometimes. I don't think it's so rare to see genuine conflicts of interest, like squeezing for unreasonable deadlines and scopes, where the problem can't really be solved by just charging more.

If a client makes overly aggressive demands and won't listen when you take the time to tell them politely what you can do, is it better to be exploited mercilessly and risk breach of contract, or to cut your losses, swallow your pride and find another way to pay the rent?

Re: Ask HN: Could you share your general purpose development contracts?

#46

Post by [deleted] »

nickbauman wrote: post #43

Whenever possible, I try to strike Agile Contracts where the client is given control ONE of three levers: The Scope lever (how much will be done). The Time lever (how much time will be spent). The Money lever (how much will the client spend). If you try to give your client more than one of these levers, you're fooling yourselves, because it isn't really possible. Some aspect of the project will suffer in a way that v…

[deleted]

Re: Ask HN: Could you share your general purpose development contracts?

#47

Post by brudgers »

sethrin wrote: post #38
CamperBob2 wrote: post #32

Earlier quoted context omitted.

But the contract is often the difference between a disagreement that gets worked out, and a posting on Clients from Hell. I can't think of a single case where that's been true, in either my experience or anyone else's. The contract language comes into play when everything has already gone to hell. Yes, there needs to be a contract. But you should never assume it will give you any particular leverage over a larger, we…

Argument from lack of imagination. But I don't think the the large, well-represented adversarial client is as common as the clients who are simply stupid. Either way it's not something I have a lot of personal experience with, but Clients from Hell is pretty full up with stupid, greedy clients and equally stupid designers with bad contracts. As an example: http://clientsfromhell.net/post/107004953453/me-your-invoice.…

The client conveyed their intent not to pay when they asked for the special favor. I mean the special favor was not paying when push comes to shove. In general, most people aren't sociopathic, so they have to find a way of rationalizing their bad behavior. The web designer/programmer does favors of a financial type for them and stopping the favors makes the designer/programmer the bad person.

Re: Ask HN: Could you share your general purpose development contracts?

#48

Post by brudgers »

pekk wrote: post #45
pbnjay wrote: post #26

Earlier quoted context omitted.

> + One person is the technical expert. The other party hires them for their judgement. The contract acknowledges that. I love this one. Anyone have ideas on how to apply this to software development? I really hate it when clients say "I want X" and I have to take an inordinate amount of time telling them why X is a very bad idea both in terms of effort and value. Generally this is during scoping so I have no way of…

The consensus seems to be "telling them why something is a bad idea at length is part of the job" and "doing it the stupid way at additional cost, because they insisted, is part of the job." But I think we can go too far emphasizing pleasing the client sometimes. I don't think it's so rare to see genuine conflicts of interest, like squeezing for unreasonable deadlines and scopes, where the problem can't really be sol…

The best way to convince a client they are making a mistake is to do it the way they asked and do it the way you think is better and then show them both. Sometimes the client sees their error. Other times it turns out that the client has an unarticulated need that gets teased out and the final design incorporates both the ideas of the designer and the unarticulated need.

It's important to realize, that often the client is more experienced with their requirements, i.e. the business domain. And their understanding may be sophisticated in ways that are contrary to the naive take of an outsider.

Re: Ask HN: Could you share your general purpose development contracts?

#49

Post by lancewiggs »

biot wrote: post #35
johnorourke wrote: post #19

I work on small projects (from $5k to $50k) and have no formal contracts. My thinking is that: - the client can afford more expensive lawyers than I can, so regardless of the truth they would be able to wipe me out - if the client has to read the detail of the contract, it's probably too late to save the relationship anyway - maintaining the relationship is everything, being honest and open and striving to maintain a…

Say you have the best client in the world (perhaps your own brother) and you do $5K worth of work. A few years later the company is acquired, gets all new management, and now your $5K software is supporting a $500M/year business. Some noob in IT blindly updates all the servers without testing compatibility and your software breaks. A week later you get back from your totally offline trek through Nepal to find angry v…

Under this scenario you 1: either laugh at them or keep quiet, but have new understanding of how much the problem is worth to them, then 2: offer to fix it with a project - priced at a number that reflects both your inconvenience and their need. Whatever that price is, it will be a lot cheaper than lawyers at dawn against someone who has no ability to pay. Meanwhile the acquiring company should have done their Due Diligence on the software and these sort of loose ends would have been tidied up or deliberately ignored as part of that process. I do not believe in contracts for small gigs - but an email chain is good to have. If you then perform work, send invoices and they pay you there is a good enough contract in place.

Re: Ask HN: Could you share your general purpose development contracts?

#50

Post by logn »

johnorourke wrote: post #19

I work on small projects (from $5k to $50k) and have no formal contracts. My thinking is that: - the client can afford more expensive lawyers than I can, so regardless of the truth they would be able to wipe me out - if the client has to read the detail of the contract, it's probably too late to save the relationship anyway - maintaining the relationship is everything, being honest and open and striving to maintain a…

You realize business liability or professional liability insurance covers being sued (and legal costs) right? You're not giving a future lawyer much help to run a business with no contracts. That's nuts.

Everyone who releases open source code uses contracts, which all limit liability. Contracts are hardly something just for rich folk.

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