I Need Help From Someone Who's Been Down This Road
COMMUNITY REVIEW REQUEST AI Contractor Agreement โ Redacted for Privacy I just landed my biggest client โ a 19-location franchise โ and they sent me a fully drafted Master Services Agreement tonight with their signature already on it. Before I sign I want experienced eyes on a few clauses that concern me. Here are the specific items I'm pushing back on and why. The full redacted contract follows below. โโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโ THE THREE ITEMS IN QUESTION โโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโ โโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโ ITEM 1 โ NON-COMPETE (Section 6.4) STATUS: Pushing back โ too broad โโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโ WHAT IT SAYS: For 24 months after the engagement ends, I cannot provide AI consulting, development, or implementation services to any business in the quick lube, oil change, or automotive preventive maintenance industry โ in any state where the client currently operates or plans to operate. WHY IT'S A PROBLEM: - 24 months is a long time in a fast-moving industry - The automotive services space is one of my core target verticals - "Any state where they plan to operate" is vague โ they're expanding, so this could cover more and more states over time - It's not just their direct competitors โ it's the entire industry category MY PROPOSED COUNTER: Reduce to 12 months. Limit to direct quick lube and oil change competitors actively operating in the same specific markets as the client at the time of termination โ not the entire industry across all states. QUESTIONS FOR THE COMMUNITY: - Is 12 months reasonable for this type of engagement? - Is market-specific language standard or will they push back hard? - Have any of you successfully negotiated non-competes down in service agreements? โโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโ ITEM 2 โ NO-REPLICATION CLAUSE (Section 6.5) STATUS: Pushing back โ scope too wide โโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโโ WHAT IT SAYS: