Hi Reader!
You probably have a contract in your inbox right now that you have not fully read.
This is completely normal. Even I occasionally am guilty of skimming contracts in low-stakes situations.
I want you to pull that contract up right now.
Then find one clause that makes you pause. Because even in good contracts, there often is at least one clause that feels hard to decode.
Maybe it’s something:
- you assume is standard, but it still feels off
- that feels dense, vague, or intimidating
- that doesn’t align with your brand values
Don’t have a contract to pull a clause from? Here’s the Limitation of Liability clause from the AIGA Standard Form Agreement.
The services and the work product of Designer are provided “as is.” In all circumstances, the maximum liability of Designer, its directors, officers, employees, design agents, and affiliates, to Client for damages for any and all causes whatsoever, and Client’s maximum remedy, regardless of the form of action, whether in contract, tort, or otherwise, shall be limited to the total Project fee of Designer. In no event shall Designer be liable for any lost data or content, lost profits, business interruption or for any indirect, incidental, special, consequential, exemplary or punitive damages arising out of or relating to the materials or the services provided by Designer, even if Designer has been advised of the possibility of such damages, and notwithstanding the failure of essential purpose of any limited remedy.
Then write down two things:
- What you think it means
- What you are not sure about
For the Limitation of Liability clause, you might write down:
- What I think this means: The maximum a client can ever win from me in a lawsuit is equal to the total project fees.
- What I’m not sure about: If I work with a client over several projects, is that cap tied to this project only, or all projects combined?
You don’t need to be a contract guru.
Your goal is to notice where clarity would reduce your everyday mental load. And starting to learn where friction might exist before it costs energy, money, or relationships.
In this example, the friction point is the liability cap. And to answer that, you need to figure out how “Project” is defined.
- If the cap applies only to this project, that may feel fair.
- If the cap is across all projects, that’s important information to understand before agreeing to future work.
You don’t need to solve everything today. You just need to notice where the friction lives.
👉 Your action item
Which clause did you find? And what is the friction with that clause?
If you only have 20 minutes this week, the task above is the most important thing to do. But if you have a little more time, keep reading.
Chat soon,
P.S. Next week is my mini-sabbatical week, so I won’t be dropping a message next Friday. So your 20-minute task next week is to spend time doing something that recharges you: sit outside and drink a cup of coffee, read a novel, or work on a “just for fun” project.
The clause to notice
One small section of a contract that can have an outsized impact later.
This week’s pattern: Why harsh clauses exist
Sometimes a contract clause feels extreme, harsh, and over-the-top. And often, if you get curious and ask the other side why that clause is in their contract, you’ll hear a horror story.
Some clauses are included because the other side has been burned. It’s not that they expect you to behave badly. It’s that they had an edge case happen before, and don’t want it to happen again.
Recognizing that these clauses aren’t about you and why they are important to the other side is the best course of action. Just noticing this can help you separate their emotional attachment to this clause. And sign knowing it’s inclusion has nothing to do with you.
The Contract Decoder is there for future-you. So when the contract lands in your inbox, and there’s something you feel unsure about, you have a place to quickly turn to for clarity without spiraling.
Other things on my radar…
- I’m a HUGE fan of The Traitors and Alan Cummings outfits on the show. If you weren’t aware, there was some IP-related drama around the MURRRDER shirt he wore. You can read all the details here.
- After my mini-sabbatical, I’ll be recording some new videos for the copyright resource inside the artist’s Courtyard based on the new copyright registration application available for visual artists to group up to 20 works on the same application.
- Sending questionable cease and desist letters has always happened, and sometimes this is because copyright owners don’t want to admit their work has fallen into the public domain.
