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katastrofa
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Post-contract support

April 15th, 2018, 12:02 am

I'm signing a contract with a government organisation. One of the points demands that I provide explanations and information about the delivered project for a looong time after the handover - and for free. Mind that the scope of the project I do for them already includes a full report and a documentation. I asked them to remove this point, and verbally declared that I will be willing to sign a new contract for further product development and support or provide paid support after the project is delivered. They haven't got back to me yet. I'm wondering if there are any standard arrangements regarding the product support in such cases. Do you have any experience with it?

Thank you!
 
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Traden4Alpha
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Re: Post-contract support

April 15th, 2018, 12:14 am

We've had decent results removing stupid and onerous clauses from contracts with big organizations but there's always a chance the client will balk. If they do you might consider:

1. They want an real option to call you anytime with more questions. Perhaps you can include an upfront charge for that added service. (That is, you'll agree to the terms but on a condition of a higher price which might motivate them to remove the clause.)

2. You might reasonably consider that your "full report and a documentation" can cover the "explanations and information" that might be requested. If they ask for something, you can copy-paste a chunk of the deliverables as your reply. Perhaps a small tweak to the onerous clause to limit "explanations and information" to the scope of work executed during the contract (and therefore in the full report and a documentation) would help.
 
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Cuchulainn
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Re: Post-contract support

April 15th, 2018, 7:33 am

provide explanations and information about the delivered project for a looong time after the handover - and for free.

An analogy: a builder builds a house for you and delivers the house. Just before delivery a snag list of little pesky TBD things that need to be fixed by builder within 3-4 weeks of delivery. After that, new requirements constitutes a new round of discussions.

The requirements document should be water-tight. Is it a fixed-price? I used PERT-type approach (best, worst, realistic)  to estimate each activity in project. Flag high-risk activities and emerging requirements (ouch). The final report can have a number of revisions depending on who reads it.

I would explicitly add 20% extra budget in the project for slippage, after-sales support with an upper limit of N hours. Time costs money.

In a sense, it's easy; is the new request a new feature or a bug/oversight by the builder?

If possible make sure you have access to a domain expert (e.g. urakata ) for the duration of the project to avoid becoming embroiled in political skirmishes and sabre rattling.Then it should be fine.

 Caveat: some stakeholders might have issues with how to interpret and distribute the findings.
 
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outrun
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Re: Post-contract support

April 15th, 2018, 10:23 am

Good that you've read the contract, they are always full of highly defensive clauses and you should indeed challenge those. Usually companies don't have a problem with changes, if you are able to address the underlying reasons differently.

What you proposed is a "Service Level Agreement" SLA where you:
1) agree a rate for your future services and a timeframe (an agreement for 2 years)
2) a response rate where you agree to be available within a certain time frame when they need your services. E.g. be available 1 day a week within 3 weeks.
3) a penalty clause if you don't meet your end of the agreement, e.g. $500k, which you can insure yourself against (e.g. if you get ill).

https://en.wikipedia.org/wiki/Service-level_agreement
 
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Cuchulainn
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Re: Post-contract support

April 15th, 2018, 1:33 pm

A penalty clause is probably a bit overkill here (1-person project), And insurance is not cheap. 
 
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Cuchulainn
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Re: Post-contract support

April 15th, 2018, 1:35 pm

dbl
Last edited by Cuchulainn on April 15th, 2018, 1:40 pm
 
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Cuchulainn
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Re: Post-contract support

April 15th, 2018, 1:40 pm

A penalty clause is probably a bit overkill here (1-person project, Kats is not building a nuclear reactor), And insurance is not cheap. Trust is more important. If it doesn't feel kosher then it may be worth thinking twice.


The most important part of contrast can be the last 2 sentences; they annul all that went before. Actually, the technical contents of the stuff is also a contract!
 
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Paul
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Re: Post-contract support

April 15th, 2018, 2:03 pm

My experience is 50:50 with stupid clauses. Sometimes I've got my way, and it hasn't mattered. Sometimes I've lost, and it hasn't mattered. But sometimes I've walked away. 

The walking away time I can recall most clearly was because of the vibe I got when arguing my case. If they are going to be this daft over this then...

But they are a government body which might mean they'll find it harder to see sense. (Although this clause doesn't sound all that stupid in the scheme of things, just potentially irritating.) I suspect that government bodies will be like everyone else in that what happens in practice and what's in the contract will be subtly different. But I also suspect that they aren't going to start suing if things go wrong!

How long is long? And if they email you in ten years' time with a question a page long, can you just reply "Yes"?!
 
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katastrofa
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Re: Post-contract support

April 15th, 2018, 8:25 pm

Thank Y'All! :-)

It's a research project, in which I will collaborate with their domain experts to provide some novel modelling solutions and prototypes. I know that they want to commercialise it, but that's something my current project and contract don't cover. I'm willing to help with commercialisation, as I declared to them twice, because it's something useful and socially important, but I certainly won't work for free.

Outrun and Cuchulainn, I've drafted some SLA for them at the start, but since communication with them and - based on my impression - their internal communication malfunction, I now cut it down to two letters ("no"). Similar clauses have become a standard in contracts, and so becomes removing them (e.g. https://www.poynter.org/news/indemnity- ... n-lawsuits) - but while private companies tend to be pragmatic, government organisations like to take things to extremes. Believe it or not, I was once asked by an organisation to give proxy powers to one of their employees to represent me in front them. Another time the discussed project deadlines passed before its funding would have been approved.

As Traden4Alpha wrote, since they'll receive a comprehensive report and a detailed documentation, which will be approved upon completion, there will be nothing more to discuss. My fear is they would hire some lousy modeller and want me to teach them how I came up with everything, which revives my gruesome memories of the Western academia (I once spent half a year explaining work I've done in two weeks to some anthead, who didn't know a fat-tailed distribution may not have a mean, only to add them as a co-author - I was successful neither in teaching nor in dealing with her frustration). Alternatively, they are just afraid that I would be unwilling to answer even a short question if they need my help - then they should phrase it differently.

Paul, even if it's unlikely that they'd execute such clauses, there's always the risk of mishandled temptation :-) The period is 12 months with no workload limit - too long for free retouches to the report. I would respond to any reasonable and reasonably short query during this period - but once they have to pay for it, I know they won't get too obnoxious.
 
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outrun
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Re: Post-contract support

April 16th, 2018, 7:19 am

This brings back memories!

I once did a project for the Dutch ministry of economics affairs, value exotic options embedded in renewable energy subsidies they handed out.

First, the contract was horrible, it took 3 months to get an agreement, maybe 10 versions.

Then years #2 they again had to price those options and asked me to update outlooks of markets, recalibrate the model and write a new 20 page report. They were willing to pay me 1 day. But since it was kind of important to not make any mistakes (both contractual and reputation wise) and also a lot of work it took me a week. They still paid me me just 1 day and I told them to find someone else next year.

Year #3 they asked me to instruct people from a government research organization so that they can do it. As it turns out the guy who I had to hand it over to was a former PhD student of mine. He told me they were charging the ministry *a 100 days* for the update!

All in all it wasn't a positive experience, left me with a bad taste.

And I learned my lessons, like Paul said, sometime when thing are complicated from the start then that's a strong indicator that things will continue like that, and then you should walk away.

I think it's very likely that they won't include you in the commercialization process and that you will feel bad. Maybe you should build it yourself in your own time, keep the IP, and make them a partner instead of the other way around (and try to get that agrrement before you start to build it,... Hmm more paper work..)
Last edited by outrun on April 16th, 2018, 7:23 am
 
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Cuchulainn
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Re: Post-contract support

April 16th, 2018, 7:23 am

Is the contract directly with gov or is there a middleman?

As outrun says, your IP is important. What we did (e.g. create CAD holograms in hardware) was that the customer got the exe and dll and could run the product on 1 or 2 machines. By default no source code and no license  as 'reseller' to other internal or external departments.

Are you selling them software or the ability to use the software? Both are possible. it's just the price tag. 

The period is 12 months with no workload limit 
Don't sign. Put in a sanity clause. e.g. pay as they go.

If you get Picasso to execute some work for you does not give you fiat to copy and resell it.
 
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Paul
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Re: Post-contract support

April 16th, 2018, 9:17 am

Depends on the pay.
 
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tw
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Re: Post-contract support

April 16th, 2018, 6:44 pm

So you are to blame for the fact every year I get tapped up for ~30delta Dutch power term APO puts and they never pay up! ;)


outrun wrote:
This brings back memories!

I once did a project for the Dutch ministry of economics affairs, value exotic options embedded in renewable energy subsidies they handed out.

First, the contract was horrible, it took 3 months to get an agreement, maybe 10 versions.

Then years #2 they again had to price those options and asked me to update outlooks of markets, recalibrate the model and write a new 20 page report. They were willing to pay me 1 day. But since it was kind of important to not make any mistakes (both contractual and reputation wise) and also a lot of work it took me a week. They still paid me me just 1 day and I told them to find someone else next year.

Year #3 they asked me to instruct people from a government research organization so that they can do it. As it turns out the guy who I had to hand it over to was a former PhD student of mine.  He told me they were charging the ministry *a 100 days* for the update!

All in all it wasn't a positive experience, left me with a bad taste.

And I learned my lessons, like Paul said, sometime when thing are complicated from the start then that's a strong indicator that things will continue like that, and then you should walk away.

I think it's very likely that they won't include you in the commercialization process and that you will feel bad. Maybe you should build it yourself in your own time, keep the IP, and make them a partner instead of the other way around (and try to get that agrrement before you start to build it,... Hmm more paper work..)
 
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Cuchulainn
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Re: Post-contract support

April 16th, 2018, 7:25 pm

 One of the points demands that I provide explanations and information about the delivered project 

One more thing... 

1. Have they written an unambiguous requirements document + feature list?
2. Will they pay you to prototype poorly understood requirements (e.g. "new system to deliver 5% efficiency improvement").
3. Who pays for the up-front research and feasibility (I once to convert C++ to C# fixed priced; I said I needed 3 days (at client's cost) to estimate the number of hours). Even knowing that a project is feasible (or not) is useful (many gov project here fail many due to hubris and politics).
 
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Cuchulainn
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Re: Post-contract support

April 16th, 2018, 7:49 pm

So you are to blame for the fact every year I get tapped up for ~30delta Dutch power term APO puts and they never pay up! 

It could be worse.

I get cold called twice a week by energy companies. Nowadays the conversation lasts about [5,15] seconds on average.

Not mentioning those nice Indian people on the wobbly telephone line who want to fix my computer for me.
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