I'm a business consultant to start-up companies (1099 Contractor). My Seattle client has tried to restructure my fees and lessen by 75% mid-term (8k/mth to 2.5k/mth). Cancellation of agreement requires 60 days notice of cancellation but they didn't want to cancel, just re-structure. No re-structure language was within the contract. I refused their offer. Should they wish to cancel can their "60 day notice to re-structure" be viewed as a cancellation notice? I certainly don't think so. I believe following my refusal to restructure they would have to issue notice of cancellation. Your thoughts are appreciated. BTW, the contract abides by Washington state law.
Assuming that Washington does not have any out of the ordinary statutes, I do not think the notice to restructure counts as anything. Of course, all depends on the express language of the agreement. I am assuming that you had a signed agreement as evidence of your meeting of the minds. The contract provides for termination upon 60 days'' notice. The client said expressly that he did not want to cancel--he just wanted to change the terms. He had no right to do that unless the contract said he did. I think he is obligated to abide by the agreement until it is canceled. Of course, the problem is that it could be costly to recover money from him if you had to litigate.
So wait - as a "business consultant" to start ups, you don't have a business lawyer handling your legal issues and also don't understand the scope of and enforceability of YOUR OWN engagement contract, that you have to ask for "thoughts and reassurances" in an online forum? and THEN you add that you are utilizing the state law of another state you seem utterly unfamiliar with? A classic case of "the cobblers kids have no shoes" I fear. The answer is you will have to RETAIN a lawyer in Washington state to explain YOUR OWN agreement to you at this point - and secure thier recommendation in responding to this issue. THEN consider implementing the same advice you would competently provide to a start-up client, to maintain a business transactional lawyer on hand, to address these issues from the onset.
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What took me by complete surprise is that you say you have a small business start-up "client" in Seattle-- who has no lawyer--and who agreed to pay you $8,000 per month to "consult" with t;hem during the start-up phase, and that you--as the owner of a very lucrative virtual consulting business--also do not have lawyer either. Wow. I agree with the two other real lawyers: Look elsewhere for free legal advice.
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