Contract Drafting & Review

Back to Articles List

I often help my business clients with drafting or reviewing and revising their contracts. My litigation experience gives me great insight on what clauses are most effective at accomplishing your goals and limiting your liability.

One of the most important contracts I draft is the operating agreement or bylaws of a company. Although this document is often not thought of as a contract, it is essentially just that: an agreement between the owners of the business on how the company will be run. This includes management rights and responsibilities, ownership percentages and contributions, buy-out provisions and dispute resolution provisions.

I also draft employment contracts. Although Washington is an employment-at-will state, you can have an employment contract that covers the ins and outs of your relationship with your employees. In addition to job duties and pay schedules, important provisions often include non-compete provisions, non-solicitation provisions, non-disparagement provisions and confidentiality agreements. It’s important to define why these provisions are important and narrowly construe the time period and geographic areas so they have the best chance of being upheld in court.

Another type of contracts I draft quite a few of are real estate agreements. This includes the standard purchase and sale agreements as well as promissory notes/deeds of trust and real estate contracts. Part of this process is determining which structure of transaction is best for the client and drafting an agreement that reflects that.

Lastly, I draft several construction contracts. This includes general contracts and subcontracts. I draft these documents both for Washington and Oregon as each state has slightly different requirements. Specifically, the required pre-work notifications are different for each state. This contracts are often project specific as the schedule, payment arrangements and management of each construction project varies greatly.