INSURANCE MANAGEMENT

The Importance of Reviewing
Contract Language

By John Culotta

Some say the only people who know what is in a contract are the lawyer who wrote it and the lawyer who fights it. Once the terms are agreed upon and signatures are collected by both parties, many don’t revisit contract terms until an issue arises.

At the same time, however, pest management professionals (PMPs) see a number of clients every day. They carry a wide range of responsibilities that make it difficult to remember the detailed language of even a standard agreement.

Not understanding the nuance contained within a contract can lead to costly claims and damaging litigation. As PMPs renew contracts and sign new clients in a new year, it is a good time to review contractual language.

Scope of Work

Even before the pandemic, PMPs often found themselves obligated to conduct services well beyond the original scope of pest control work. COVID-19 made many clients wary of having others in their homes, and many service contracts were amended to reflect these health concerns.

With PMPs currently required to still follow many state and local COVID-19 public health protocols, there are added burdens to adhering to contract language and nuance matters in the course of pest control services. For instance, a contract requiring a PMP to control a pest problem vs. one that requires a PMP to eradicate a pest can expose PMPs to costly headaches. Controlling vs. eradicating pests requires different services, products, approaches and even timelines.

Before signing any contracts and beginning work, it is important for PMPs to closely read all contract language to understand what obligations must be met that might be outside of their normal scope of work.

Beware of Broad Language

While not always necessary, contracts are often written for two purposes: to protect all parties and to offer legal alternatives if there are problems. Lawyers often prefer intentionally vague contract language. It provides room to maneuver legally, and can create opportunities for potential insurance claims — not to mention obligations outside of scope.

For instance, contractual language for termite or rodent work requiring a PMP to leave the site "in the same condition in which it was found," might obligate the PMP to incidental carpentry work if floorboards were removed or altered during treatment. If the PMP falls short on contract deliverables, the firm could be exposed to legal allegations of failing to perform the work or fulfill the agreement.

Most courts tend to rule in favor of the specific wording of a contract. Understanding the deliverables as detailed in a contract helps avoid potential legal action.

Uncertainty about agreement length can also lead to PMPs performing out-of-scope work. Language regarding the terms for the services should always clearly outline when work begins and ends; what deliverables are expected of PMPs; and how often visits should occur if periodic visits are necessary. Providing this level of detail in the contract sets clear expectations for all parties.

Where uncertainty exists in contract language or post orders, the best course of action is for PMPs to reach out to the client for clarity. Upon resolving the issue, ask for the answer to be documented and added to the contract. Above all, PMPs should have these types of conversations before a contract is signed to ensure expectations are set and all parties are in agreement on the job timeline and requirements.