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Contract?
http://www-.luthiersforum.com/forum/viewtopic.php?f=10101&t=45372		 Page 1 of 1
Author:  JSDenvir [ Tue Mar 17, 2015 3:39 pm ]
Post subject:  Contract?
I'm looking at my first commission for someone I don't know.

Anyone have any contracts or agreements they'd like to share?

As always, thanks in advance.

Steve
Author:  James Orr [ Tue Mar 17, 2015 4:03 pm ]
Post subject:  Re: Contract?
I don't have any examples, but think about the basic terms that should be included:

- In detail, what are you providing them and what are they providing you?
- Timelines for performance and payment. Do they include an opportunity for inspection or rejection? Your right to cure?
- Terms for termination or modification
- Contingencies
- Warranties

I did a basic search and thought this provided a lot of quality food for thought without getting you lost in the weeds. You can google "UCC gap fillers" to see what essential terms tend to be.
Author:  Alex Kleon [ Tue Mar 17, 2015 5:31 pm ]
Post subject:  Re: Contract?
I think a good start would be to find out what the Government of Ontario requirements for contracts are for sale of goods.
Whether stated in a contract or not, I believe there might be certain givens for a legal contract.
Regardless of where your guitars end up, I believe you only need to be concerned with Ontario law, unless there are Lacey or Cites issues.

Alex
Author:  JSDenvir [ Tue Mar 17, 2015 5:39 pm ]
Post subject:  Re: Contract?
Actually, I'm not so concerned with legality and enforceability. It's more a matter of detailing expectations so that no one ends up pissed off or disappointed.

Steve
Author:  tysam [ Tue Mar 17, 2015 6:42 pm ]
Post subject:  Re: Contract?
Hi Steve....beautiful mahogany you posted there, by the way. Regarding your contract question...I try to get every bit of info with email from a client I don't know. He tells me type of guitar, materials ect and expectations, I email back with what he can expect from said build and the cost of materials for that build. He ok's it and off we go. I ask for materials cost and 1/4 cost of the build up front. !/4 when box is closed and bound, 1/4 when neck is joined, and final when he takes delivery.
Then, before anything invasive goes into the guitar ( rosette, backstrip, headstock veneer and inlay, even the bindings ect) I snap pictures, email them and get a yay or nay from the customer. I have had customers change their mind about rosettes that were discussed or inlay and it is way easier to change it before it's installed. :)
Basically, I try to cover my ass in writing with the customer on every step of the process, even if he is in the shop watching I try to get an email confirming each step from him. Good luck with the new commission and if it is as nice a build as your mahogany I doubt you'll have any complaints.
Author:  Ben-Had [ Tue Mar 17, 2015 10:37 pm ]
Post subject:  Re: Contract?
My format (page formatting not same as on my original):

Model Specifications and Price Quote for Customer's Name Here

MODEL: 000-M
BODY SIZE: 000 -14 Fret cutaway (+$125)
TOP: Solid Sitka Spruce
ROSETTE: Herringbone
TOP BRACING PATTERN: ''X'' Forward shifted
BACK MATERIAL: Solid Black Limba
BACK STRIP: Zig-Zag
SIDE MATERIAL: Solid Black Limba
BINDING: Curly Maple (+$100)
TOP PURFLING: None
NECK MATERIAL: Mahogany
NUT MATERIAL: Bone
HEADPLATE: Solid East Indian Rosewood w custom Gold MOP JTG Logo (1006 Style $75)
FINGERBOARD MATERIAL: Ebony
SCALE LENGTH: 24.9''
# OF FRETS CLEAR: 14
# OF FRETS TOTAL: 20
FINGERBOARD WIDTH AT NUT: 1-11/16''
FINGERBOARD WIDTH AT 12TH FRET: 2-1/8''
FINGERBOARD POSITION INLAYS: Gold MOP Dot
FINISH BACK & SIDES: Gloss
FINISH TOP: Gloss
FINISH NECK: Satin
BRIDGE MATERIAL: Ebony
BRIDGE STYLE: Belly
BRIDGE STRING SPACING: 2-1/8''
SADDLE: 16'' Radius/Compensated/Bone
TUNING MACHINES: Grover Chrome Rotomatic 102-18C (18:1)
RECOMMENDED STRINGS: D’Addario EJ-16
BRIDGE & END PINS: White w/ Black Dots
PICKGUARD: Tear Drop Tortoloid
ELECTRONNICS: K&K Pure mini (+$135)
COMMENTS: Specifications are subject to change without notice due to availability.

Price: 000-M 14 Fret $ 1385.00
Deposit ($450 non-refundable) 693.00
Balance Due upon completion 692.00

YOUR COMPANY NAME HERE will make reasonable efforts to complete the work in the agreed upon timeframe however the Customer acknowledges and accepts that unforeseen circumstances may arise that may prevent the work from being completed as scheduled. YOUR COMPANY NAME HERE will make every effort to notify the customer in a timely manner of circumstances beyond its control by written or verbal communication. Estimated completion is 12 -16 weeks from payment of customer deposit.

______________________________________________________________________________
Customer Signature Date
Author:  Hesh [ Wed Mar 18, 2015 7:11 am ]
Post subject:  Re: Contract?
Steve buddy some years back Howard Klepper made available to us his sales agreement and although I can't find it now, and I've just been looking, Howard is no stranger to doing commissions and his web site in respect to the "ordering process" has lots of great ideas that you might benefit from: http://www.klepperguitars.com/ordering.html

Most of all when I read what Howard has written my expectations are very well set as a prospective client. Setting expectations well is step one to a smooth transaction, always!

Depending on your sense of the client please also consider that the amount of boilerplate contractually required may be directly proportionate to whom.... we.... are.... dealing... with. For example if your sense is that your client will be so very thrilled to have one of yours that they will essentially take what they get - good! If on the other hand the person is uber specific, wants to micro-manage every step of the way with stated milestones, progress payments, acceptance periods, clearly described and in great detail remedies for falling short in some area, etc. either see an attorney or get another client.

Lots of builders get.... wounded if commissions are not very clearly spelled out in every detail and even then things can still go south. One of the biggest problems seems to be the time required between the inception of the commission and the delivery of the resulting instrument. Time passes, stuff happens to folks, jobs end, divorce, economies tank, etc. Lots of life's events that can turn a once qualified commission prospect into someone who's priorities have understandably changed.

The more highly personalized the instrument is with less and less ability to be sold to someone else because of the personalization the more money you should require along the way to protect yourself.

Anyway check out Howard's pages, good stuff and PS: Howard is an attorney and knows his stuff!

Congrats too!!!!
Author:  B. Howard [ Wed Mar 18, 2015 7:17 am ]
Post subject:  Re: Contract?
Here is a copy of my commission agreement that came up with the other year. It is based on another that I saw by another luthier though I cannot remember who.
Attachment:
commission.pdf
Author:  cecil carroll [ Wed Mar 18, 2015 8:02 am ]
Post subject:  Re: Contract?
Steve,

Eban Atwater posted an excellent agreement some time ago and offered it for use by the membership. I have searched for it and can't find it but I have never had much luck withe the search feature. Try youy luck and if you come up empty PM me and I will send you a copy.
cecil
Author:  James Orr [ Wed Mar 18, 2015 11:04 am ]
Post subject:  Re: Contract?
JSDenvir wrote:
Actually, I'm not so concerned with legality and enforceability. It's more a matter of detailing expectations so that no one ends up pissed off or disappointed.


Hesh wrote:
Lots of builders get.... wounded if commissions are not very clearly spelled out in every detail and even then things can still go south.


+1. It seems to come up twice a year on the AGF. Thankfully, a K like the one you're looking for will also be pretty legally enforceable. Courts can fill in any of the missing essential terms ("gap filling"). Aside from that, one of the really interesting things I learned in contracts was that any sale of goods with a value exceeding $500 needs to be accompanied by a written K (look up "statute of frauds"). The same rule applies internationally, but I can't remember the name off the top of my head.
Author:  Terence Kennedy [ Wed Mar 18, 2015 1:11 pm ]
Post subject:  Re: Contract?
Get all the money and checks cleared and in your pocket before you hand over the instrument!!
Author:  Hesh [ Thu Mar 19, 2015 7:31 am ]
Post subject:  Re: Contract?
What Terry said also see the thread about taking credit cards as payment - the card holder agreements provide remedies in the event of a dispute that do not favor the seller.... and may make any sales agreement or contract moot....

Not to be a naysayer here but the deals that we tend to hear about on the forums are only a very small percentage of commission deals that tank at some point. I know many of you guys personally and there are also hundreds of other Luthiers who are not on this forum and through the years I find it difficult to find a builder who has delivered say 25 or more instruments who has not gotten burned big time at least once....

Spec guitars for me, I build what I am interested in and if someone wants them great, if not so what, next....
Author:  Clay S. [ Thu Mar 19, 2015 5:43 pm ]
Post subject:  Re: Contract?
"Spec guitars for me, I build what I am interested in and if someone wants them great, if not so what, next...."
+1

I'll build instruments on a "first refusal" basis. I'll get an of the type of instrument the person wants, build it if I'm interested in the project, and offer it to them first before sending it elsewhere. If they like it, fine, they can buy it. If not, no hard feelings. If they want something odd ball, extremely customized, or impractical, they can go find someone else to build it for them. I'm not building instruments to make money so I may as well have fun. I'm sure this isn't much help with "contracts", other than to say they are something I avoid.
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