With the honor of representing so many locum companies, I have reviewed many contracts including most, if not all, VMS/MSP contracts, many provider contracts and many client contracts. The wording in these contacts varies widely. It would be an impossible task to point out all the differences in the various contracts. But, I did want to try to help point out some of the areas I normally review.
- Any type of "control" language -
- Any language that references employee
- Insurance Provisions
- Indemnification Agreements
- Primary and Non-Contributory language
- Waiver of Subrogation language
- Additional Insured language
- Temp to Perm provisions
- Non-Solicitation Provisions
- Business Associate Agreements
- Integration Clauses
- Choice of Law/Venue Clauses
All of these provisions vary greatly from one contract to another and they all can add liability to your company. With some understanding of contract law, many of these can be negotiated in your favor as many times, you and the client are after the same goal. But, the contact as presented to you may have unintended consequences on both parties.
What should I look for in Provider/Client/VMS contracts?