Customer and Contract Policies
We apologize in advance if this section seems long-winded. Even if it is, we're quite sure it's pretty brief compared to your company's purchase-order small print.
Just as our clients have company policies for dealing with consultants, NLT has adopted certain necessary policies related to dealings with customers. We list those policies here. Our policies have been developed over many years, usually as a result of direct experience. We understand that they may prevent us from supporting certain kinds of work or certain clients and may create difficulties for other clients. However, it is far preferable to address such problems at the outset of a project, rather than well into it, when it may result in delays or cancellation and the associated costs. Contracting with NLT constitutes recognition and acceptance of these policies.
Contract, Legal, and Billing Issues
NLT must receive all legal and contractual material, and it must be accepted and signed by both NLT and the client, before the beginning of work. All legal agreements related to the work must be signed as part of that process. NLT must receive complete copies with original signatures.
Retaining NLT to perform work for a client includes a commonsense assumption that all information necessary for the performance of the expected work will be made available without further legal agreements. If a client requests further contractual or legal agreements, which were not shown to us at the time of contract signature, and we are unable to agree to the new requirements, the client must accept full responsibility for all consequences. If this results in contract termination, the client will be deemed to have defaulted on the contract, but NLT will not be deemed to have defaulted.
No preliminary work, feasibility studies, or similar work will be performed before a contract is signed, and no NLT employee will travel to a customer site (except as necessary for statement-of-work definition and contract negotiation) until all contractual material is signed.
We do not accept arrangements where payment is contingent on the client's obtaining start-up funding, future acceptance of a proposal, or similar things.
In general, we much prefer per-hour contracts, as they invariably work out better for both ourselves and our clients. We are open to fixed-price contracts, however, but these are more difficult to establish, as the nature of the job must be spelled out in great detail in advance. In fixed-price contracts, we will define a number of tasks, and when those tasks are completed, regardless of other circumstances, the contract will be closed and all unbilled work will be invoiced. If unforeseen conditions require further work, this must be contracted anew. All fixed-price contracts will involve a retainer or clearly defined progress payments.
All billings for per-hour contracts will be made monthly, net 30 maximum. No discounts for early payment will be offered, and NLT charges 2% per month or fraction for late payments. Net 30 means that we receive a check no more than 30 days after the client receives an invoice.
All time devoted to a client's job, time expended at the client's behest, or time incurred as a result of a client's request, error, carelessness, general business procedures, inefficiencies, or other circumstances is also billable. In short, any time expended for a client that prevents us from working on other clients' tasks is billable to that client. This includes travel time, within reasonable limits.
Pricing and Bidding
Our bids necessarily include certain assumptions. We assume in preparing our time estimates that meetings and reports will involve no more than 10% of the total estimated time. Travel time is not included unless necessary travel is defined, by the client, before the bid is prepared. If an unforeseen need for more meeting time or travel arises, it may necessitate a budgetary increase. This is the case for both per-hour and fixed-price contracts.
Travel costs, if not estimated in the proposal, are borne by the client on an ad-hoc basis. No travel expenditures will be made unless it is clearly stated in the contract or statement of work, or specifically approved by the client.
Per-mile costs for local travel in the Los Angeles area are not estimated or billed. Engineering time for local travel, within reasonable limits, is estimated and billed.
Frequently we are asked to confirm that a client is being offered the lowest price we have established for that work. We are willing to do this, provided that it is recognized that the price in question is lowest within the framework of our standard rate lists. Such requests are problematical, as they tend to define what we can charge clients who are completely outside of such agreements. For example, our standard rates provide for discounts for amounts of work above a certain threshold. We reserve the right to offer this discount to other clients, even if the amount of work for the client making the lowest-rate request is below that threshold.
NLT Work-Related Policies
NLT employees will not, under any circumstances, be subjected to drug, alcohol, polygraph, or any similar personally invasive tests. If your standard contracts require any such tests, and you are unwilling or unable to remove such requirements, please don't even bother to contact us. This policy will not be modified for any client or for any reason.
NLT uses design software from Applied Wave Research and partners of AWR. Certain other products that do not compete with AWR may be used if necessary. If you require that we use software from competitors of AWR, we cannot accept your contract.
Similarly, we do not accept work supporting the use of software that competes with AWR (e.g., custom model implementations in such software).
NLT employees work at our main offices in Long Beach, California, USA. We travel to clients' locations for meetings, to oversee testing, to use facilities that exist only at their installations, and for similar reasons. We do not perform work at client locations that can be done at our home location. All determinations as to work location are made by NLT only, not by clients.
NLT will not accept any work stipulating that no other work, or no similar work, can be performed for other clients at the same time.
All work contracted with NLT is performed on a best-effort basis. The work we undertake invariably involves especially difficult problems or technical tasks, and thus carries a high degree of technological risk. Therefore, we cannot guarantee or warrant any specific results.
Copyright, Patent, Nondisclosure, and Conflict-of-Interest Policies
NLT recognizes that such agreements are a customary part of all consulting contracts. We note, however, that such agreements often are not well conceived, so the following clarifications are necessary.
Overreaching patent agreements will not be accepted. Patent agreements must be fair to NLT as well as to the client and must not infringe on the rights of other clients; for example, by making an overly broad claim to patentable inventions.
Contracts often require that NLT support patent applications even after the contract has ended. This is acceptable, as long as the client recognizes that (1) such work will be performed at our then-prevailing rates and policies, and (2) it must be scheduled in such a way that reasonable time is available for the work and that it does not interfere with our other activities. These provisions must be part of any contract having a patent agreement.
Vague nondisclosure agreements are not acceptable. Materials presented to us that are to be protected must be clearly marked as confidential or proprietary.
Nondisclosure agreements must apply equally to both NLT and to the client.
Clients must recognize that work assigned to them under patent or copyright agreements becomes their property, so any time spent preparing such work is billable. This is true even if the client has no immediate interest in it or assigns the copyright to another entity (e.g., publication of a technical paper or magazine article).
NLT does not knowingly become involved in conflicts of interest. A problem arises, however, when clients cannot give us enough information so that we can avoid such conflicts. For example, in one case we were approached by two secretive competitors for proposal assistance for the same government program. We were able to determine this only by the similarities in some specifications. If such cases arise because of a client's secrecy, the client must accept responsibility for creating the situation.
Similar work for competing clients does not, by itself, constitute a conflict of interest. We specialize in a certain narrow range of technologies, and all clients who retain us inevitably need something similar. We need to be able to do such work.
Except for rather unlikely situations such as criminal investigations, we do not accept any responsibility to divulge the nature of work we are doing for any client to any third party. This is essential for our clients' privacy and, in fact, we usually are contractually prevented from divulging any such information. Even in the absence of contractual requirements, however, we do not provide such information. Thus, if you feel you must know who our current clients are, and the nature of the work we are doing for them, we will not be able to work with you.