Contract Drafting & Review
Contracts are the connective tissue of a business, and most companies sign more of them than they have time to read carefully. As outside general counsel, we draft, review, and negotiate the agreements a company signs every week, and we build the templates and process that keep contract work from becoming a bottleneck.
Talk to an attorneyFounded
1965
Attorneys
11
AV-rated
Martindale-Hubbell
Office
Bellevue, WA
Founded
1965
Attorneys
4
AV-rated
Martindale-Hubbell
Office
Bellevue, WA
Contract attorneys for Bellevue and Seattle companies
Oseran Hahn handles the contract work a growing company generates: customer and sales agreements, vendor and supplier contracts, service agreements, NDAs, and the master agreements and statements of work underneath them. As your outside general counsel, we draft clean templates you can reuse, turn around inbound contracts quickly, and negotiate the risk-allocation terms that actually matter. The heavier, one-off negotiations are handled by the firm's business group; the day-to-day contract flow is part of the retainer.
Contract work for a company is less about any single agreement than about handling a steady volume the right way, every time. We sort out the contracts a company actually signs and the law that governs each; we draft and review on a turnaround that keeps deals moving; we negotiate the risk-allocation clauses that decide who absorbs a loss; we confirm the signature, authority, and formality that make a contract enforceable; and we build the templates and process that turn ad hoc contract work into a managed function.
The contracts a company signs
A working company runs on a recurring set of agreements: customer and sales contracts, vendor and supplier agreements, service-provider and independent-contractor agreements, nondisclosure agreements, and the master service agreements and statements of work that sit underneath ongoing relationships. Different bodies of law govern different ones, and Washington's version of the Uniform Commercial Code controls contracts for the sale of goods (RCW 62A.2). We sort out which agreements the company signs, which law applies to each, and which ones carry enough risk to deserve real attention rather than a quick signature.
Drafting and review on a turnaround
The value of outside general counsel on contracts is speed paired with judgment. We draft clean, reusable templates for the agreements a company sends out, so the routine deal does not need a custom contract every time, and we review inbound contracts quickly, with redlines that protect the company without killing the deal or insulting the counterparty. Because the same attorney handles the company's contracts over time, the review gets faster and more consistent, and the company is not paying counsel to relearn its business with every agreement.
Risk allocation: the clauses that matter
Most of a contract is boilerplate; a handful of clauses decide what happens when something goes wrong. Indemnification, limitation of liability, warranties and disclaimers, intellectual-property ownership, and termination rights are where a deal allocates risk between the parties, and they are where we focus. For consumer-facing agreements, Washington's Consumer Protection Act also shapes what a company can and cannot put in its terms (RCW 19.86). We negotiate these provisions knowing which ones get litigated, and we draft them so the company knows, before it signs, who carries each risk.
Signature, authority, and enforceability
A contract is only as good as its enforceability, and the basics are where avoidable problems hide. We confirm that the right party is signing with actual authority, that electronic signatures meet the requirements of Washington's Uniform Electronic Transactions Act and the federal E-SIGN Act (RCW 1.80; 15 U.S.C. 7001), and that agreements which have to be in writing under the statute of frauds actually are (RCW 19.36; for goods, RCW 62A.2-201). These are small points until a contract is challenged, at which point they decide whether it holds.
A contract system, not one-offs
The companies that handle contracts well treat them as a managed function rather than a series of emergencies. We help build that system: a template library the company can use without calling counsel for every deal, a simple approval and signature process, and a calendar that tracks renewal dates, auto-renewals, and the obligations buried in active contracts. The point is to give a company without an in-house legal department the contract infrastructure one would otherwise provide.
Six decades drafting and negotiating commercial agreements for Pacific Northwest companies, with attorneys who handle a company's contract flow as outside general counsel rather than one deal at a time. We build the templates and the judgment that keep contracts moving and protect the business.
Speed without losing the plot.
We turn contracts around quickly because the same attorney knows your business, and we still catch the clauses that matter. Fast review and careful review are not opposites when counsel already has the context.
We focus where the risk is.
Most of a contract is standard. We spend the time on indemnity, liability, IP, and termination, the provisions that decide what happens when a deal goes wrong, and we draft them so you know the answer before you sign.
We build the system.
Templates, an approval process, and a renewal calendar. We give a company the contract infrastructure of an in-house department, so contract work stops being a recurring fire drill.
The attorneys behindthe work.
Our business and corporate attorneys handle this work alongside our litigation team, so you have coverage whether your matter stays transactional or becomes something more.
What clientsask us first.
Can you review contracts quickly when we're under deal pressure?
Yes, that's much of the value of a retainer. Because the same attorney already knows your business and your standard terms, inbound contracts get reviewed fast, often same-day, without a cold start. We flag the handful of provisions that actually carry risk rather than marking up every line, so the deal keeps moving.
Will you build us reusable contract templates?
Yes. We draft clean templates for the agreements you send out regularly, customer contracts, NDAs, service agreements, vendor terms, so your team can handle routine deals without calling counsel each time. We pair them with a short playbook on which terms are negotiable and when to bring us in, which speeds everything up.
Which contract terms actually matter most?
The ones that allocate risk: indemnification, limitation of liability, warranties, intellectual-property ownership, and termination. They decide who absorbs a loss when something goes wrong, and they are what gets litigated. We focus negotiation there, and for consumer-facing terms we keep the contract inside what Washington's Consumer Protection Act allows (RCW 19.86).
Are electronic signatures actually enforceable?
Generally yes. Washington's Uniform Electronic Transactions Act and the federal E-SIGN Act make electronic signatures enforceable for most agreements (RCW 1.80; 15 U.S.C. 7001), provided the process is set up correctly. We help companies adopt e-signature workflows that hold up, and we flag the limited categories of documents that still need a traditional signature.
What happens when a contract dispute develops?
Most never get there if the contract was drafted clearly and the risk terms were negotiated up front, which is part of the point. When a dispute does develop, the firm's litigation group handles it, and because we drafted or reviewed the agreement, they start with a clear view of what the contract actually says and who carries the risk.
When should we bring in counsel on a contract?
Before signing anything with real money or real risk on the line, and before sending out a template you will reuse many times. A quick review up front is far cheaper than litigating an ambiguous clause later. For routine, low-risk agreements, the templates and playbook we build let your team move without us.
Recentarticles.
Drafting, review, negotiation, and a contract system for the agreements a Washington company signs, as outside general counsel.
Oseran Hahn P.S. · 11225 SE 6th St, Suite 100 · Bellevue, WA 98004
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