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Client Agreement Drafting

Are "I Agree" buttons legally binding in Georgia?

Yes, Clickwrap agreements are enforceable provided the terms were reasonably accessible and the user took an affirmative action to agree.

Does consumer law apply to B2B contracts?

Generally no. The Law on Consumer Rights protects individuals buying for personal use. B2B contracts allow for more freedom and liability limitations.

Can I limit my liability to $0?

Generally no. Courts may strike down clauses that attempt to exclude liability for intentional harm or gross negligence. A reasonable cap is safer.

What goes into an SLA?

An SLA (Service Level Agreement) defines metrics like uptime (e.g., 99.9%), response times for support, and penalties for failing to meet them.

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3 min

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Introduction: Why is a Client Agreement Important?

A Client Agreement is the foundation of a business. Whether it's a service contract, Terms of Sale, or an End User License Agreement (EULA), this document regulates the relationship between the company and its customer. For startups and growing businesses, there is often a temptation to use templates downloaded from the internet, but this carries serious risks. An incorrectly drafted contract can lead to non-payment, loss of intellectual property, or endless litigation. A professionally drafted client agreement acts as your shield—it clearly defines expectations, limits liability, and ensures you get paid.

What Does This Service Cover?

The service involves preparing individually tailored agreements:

  • Master Services Agreement (MSA): A framework agreement for long-term clients setting general terms, confidentiality, and IP rights.
  • Statement of Work (SOW): A description of specific projects, timelines, and budgets that is attached to the MSA.
  • Terms of Service (ToS) / Terms & Conditions: Public offer terms for online platforms, apps, and e-commerce.
  • SaaS Agreements: Specific terms for software usage (SLA, data protection).
  • Payment and Liability Terms: Clear mechanisms for late payments and Limitation of Liability clauses.

Common Real-World Scenarios

A proper agreement is essential for:

  • Digital Agencies: Marketing or development agencies needing guarantees that the client won't "steal" ideas or poach employees.
  • SaaS Startups: Platforms with thousands of users needing standard, automated consent ("Clickwrap") terms.
  • Consultants: Freelancers or experts needing protection against non-payment and clear scope definitions (to avoid scope creep).
  • E-commerce: Online stores that must comply with consumer rights regarding return policies.

Georgian Legal Framework

When drafting contracts, the Civil Code of Georgia is crucial, defining standard contract terms. It is important that the contract does not contain "unfair terms," which are grounds for voidance. In B2C (Business-to-Consumer) relationships, the Law on Protection of Consumer Rights is critical, imposing strict requirements on information provision and product returns. For electronic contracts, the Law on Electronic Documents and Electronic Trust Services applies.

Service Process

Working with a client includes:

  1. Business Model Analysis: The lawyer studies how your business works, where the risks are, and what the "pain points" are.
  2. Drafting: Preparing a first draft tailored to your language and processes (it shouldn't be overly complex).
  3. Review: Going through the terms with the client to ensure everything is clear.
  4. Finalization: Preparing the document in its final form for use (e.g., for uploading to a website).

Why Use Legal.ge?

A template contract is like someone else's suit—it will never fit you perfectly. On Legal.ge, you will find lawyers specializing in commercial law who will create an agreement that not only protects you but also streamlines the sales process and increases client trust.

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Specialists for this service

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