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Contract Law

Houston Business Contract Lawyers

Drafting, Reviewing, and Negotiating Contracts for Texas Businesses Since 1987

Hendershot Cowart P.C. drafts, reviews, and negotiates business contracts for Texas companies and healthcare practices. Our Houston contract lawyers can identify the provisions that create exposure, redline them, and supply alternative language you can take back to the other side.

Most reviews are handled for a flat fee, in a single consultation, with a turnaround of 24 to 48 business hours.

We have practiced Texas business law since 1987 – nearly 40 years – and have drafted, reviewed, and negotiated thousands of business contracts in that time. 

Have a contract and a deadline? Let us read the fine print before you sign. Call (713) 783-3110 or contact us online to schedule a review.

On This Page

Contracts and Agreements We Draft and Review

Business owners come to us with all types of business agreements every year, including these:

Operating and governance documents

  • Partnership agreements – voting rights, profit distribution, authority, and what happens when a partner wants out.
  • Shareholder agreements – transfer restrictions, minority protections, and governance for a corporation.
  • Buy-sell agreements – how an ownership interest is valued and bought when an owner dies, leaves, or is removed.
  • LLC operating agreements – drafted alone or as part of our LLC formation services, which include preparing and filing your certificate of formation with the Texas Secretary of State and acquiring your tax identification number. We can also serve as your registered agent at no additional fee.

Workforce and confidentiality

Commercial and vendor

Healthcare

Construction

Contract Review Before You Sign

A contract review is not a spell check. Obvious red flags are the easy part. The harder work is the terms that read as boilerplate and turn out to govern your business for years.

Here is what we look at:

  • What you are promising. Deliverables, performance standards, and deadlines, stated with enough precision that no one can argue about them later.
  • What happens if it ends early. Termination rights, notice periods, and what each side walks away with. Missing or vague termination language is one of the most common reasons a routine agreement becomes a lawsuit.
  • What you are giving up without realizing it. Exclusivity, automatic renewal, assignment restrictions, indemnification, non-compete, and limitation of liability clauses.
  • Where a dispute would be decided. Arbitration clauses, governing law, and venue. If you work across state lines or contract with an out-of-state party, this one provision can determine whether you are handling disputes at home or in some far-flung jurisdiction.
  • Who owns what you create. Work product and intellectual property assignment, especially important in technology, medical, and creative fields.
  • What is not in the document at all. The gap is often the risk.

We redline the provisions that expose you and give you specific alternative language, so you are negotiating from an informed and empowered position.

How Much Does a Contract Review Cost?

We review most contracts for one flat fee. That fee is set by the length and number of documents involved, and it includes a one-on-one consultation with the attorney who reviewed your agreement.

You will know the number before any work starts. Call us at (713) 783-3110 with a description of the documents, and we will quote the review.

Work beyond the consultation itself is billed separately, and the attorney will quote that work during your consultation, before it begins. Learn more about how we charge.

What to Expect When You Hire Us

Here's how the process works:

  1. Call or submit the contact form. A member of our lead intake team will follow up to discuss your situation and schedule, and quote the review.
  2. Send us the documents. Our intake team will ask you to forward the contract, along with any questions or concerns you want covered so that the attorney can prepare in advance.
  3. Meet with the attorney. Contract reviews take place in a consultation lasting up to one hour, usually scheduled within a day or two of your inquiry.
  4. Get recommendations and know the weak points. You leave knowing what the document says, which provisions to push back on, and what else should be covered.
  5. Decide what happens next. If you want us to edit or negotiate the agreement, you will receive a quote for that work before it starts.

Drafting and Negotiating Your Own Contracts

There is no rule that a lawyer has to draft your contract, and plenty of business owners start with a template downloaded from the internet. Being careful with money is not the mistake. The mistake is assuming a fill-in-the-blank document written for no particular business will hold up for yours.

A template does not know your industry, your regulatory exposure, your payment cycle, or the way your counterparty is likely to behave when the relationship sours. We draft agreements tailored to how your business actually operates, and we negotiate them on your behalf when the other side pushes back.

Litigating contract disputes for nearly 40 years has shown us exactly which clauses turn into lawsuits: vague deliverables, missing termination rights, poorly defined default terms, and notice provisions nobody reads until the day they matter. We build that knowledge into every contract we draft or edit.

Ready to get your agreements in order? Call (713) 783-3110 or contact us online.

Agreements Between Owners and Partners

Texas law does not require a written agreement for a partnership, LLC, or a corporation to exist. Without one, though, your business is governed by the state's default rules rather than by anything you and your partners decided.

Those defaults cover control, profit distribution, and exit rights. They rarely match what a specific group of owners would have chosen for themselves, and nobody discovers the mismatch until there is money or a departure on the table.

A written partnership agreement, shareholder agreement, or LLC operating agreement puts those decisions back in your hands: who votes on what, how an owner exits, how a buyout is valued, and who has authority to sign contracts and distribute money.

We also draft these documents for businesses that are already operating without them. 

Protecting Confidential Information and Client Relationships

If your business depends on client relationships, proprietary methods, or confidential pricing structures, the agreements you sign with employees and contractors are what stand between those trade secrets and a competitor.

Texas enforces these agreements, but only when they are drafted correctly. A restriction must be tied to an otherwise valid agreement, supported by real consideration such as access to confidential information or specialized training, and reasonable in duration, geography, and the type of activity restricted. Overbroad restrictions get narrowed by the court rather than enforced as written.

When someone violates one of these, our business litigation team handles non-compete violations and other contract breaches through injunctive relief and monetary damages.

What Makes a Contract Legally Binding in Texas?

Under Texas law, a valid contract requires four elements:

  1. An offer.
  2. Acceptance of that offer.
  3. A meeting of the minds – both parties genuinely agreed to the same thing.
  4. Mutual consideration – each side gives up something of value, such as money in exchange for a service.

Even with all four in place, an agreement can still fail. A contract is not enforceable against someone who lacked the capacity to enter it, including minors and adults who were incapacitated at the time. An agreement to do something illegal is not enforceable at all.

A written contract is not always required in Texas, but certain agreements must be in writing to be enforced, and a verbal agreement is only as good as your ability to prove its terms. Get it in writing.

When a Contract Is Breached

Sometimes the other side stops paying, stops performing, or stops returning calls. Sometimes you are the one who received the demand letter, with a deadline attached.

The same firm that drafts your agreements handles them when they break down. Our business litigation team pursues and defends breach of contract disputes through demand letters, negotiation, arbitration, and trial, and helps you weigh whether the cost of litigation is worth what you stand to recover.

If you are already in a dispute, start there. Learn more about breach of contract and contract disputes.

Why Hendershot Cowart P.C.?

Most firms make you choose between a law practice that helps you form and build your business, or one that defends it when things go wrong. We have done both since 1987.

That matters more in contract work than almost anywhere else. A firm that only drafts contracts has never watched its own language get tested in court. A firm that only litigates arrives after the document is already signed. We do both, so the agreements we draft close the gaps that can lead to litigation.

In the past five years alone, we have:

  • Reviewed or drafted more than 1,000 business and medical contracts for Texas companies.
  • Helped launch 240 new Texas businesses, including drafting governing documents.
  • Resolved close to 1,000 business disputes and litigation matters.

We are based in Houston and represent clients throughout the greater Houston area, including Katy, Sugar Land, Richmond, Rosenberg, Pearland, Conroe, and The Woodlands, with offices in Austin and San Antonio by appointment.

Call (713) 783-3110 or contact us online to schedule a consultation.

Contract Law FAQs

Do I really need a lawyer to review a contract before I sign it?

Yes. Under Texas law, once you sign a contract, you are generally bound by its terms, whether or not you read them carefully or understood them the way you expected. Courts do not treat "I did not realize what I was agreeing to" as a defense, absent fraud, misrepresentation, or deceit by the other party.

A review before you sign is the point where an attorney can still change the outcome: catching provisions that are unenforceable, ambiguous, one-sided, or missing altogether, and negotiating changes while you still have leverage. Once you sign, that leverage is gone.

What should I look for in an employment contract before signing?

A few provisions cause the most disputes down the road, so they are worth the closest look:

  • Non-compete and non-solicitation clauses – restrictions on where you can work, or who you can contact, after you leave. These must meet specific requirements under Texas law to hold up.
  • Arbitration clauses – require disputes to go to a private arbitrator instead of a courtroom, which can affect your options if something goes wrong later.
  • Confidentiality provisions – often paired with a non-compete and must be tied to something of real value the employer is providing you.
  • Compensation structure – especially bonus formulas, commission terms, or productivity-based pay, where the details determine what you actually take home.
  • Termination language – what qualifies as "for cause," and what you are entitled to if the relationship ends.
  • Governing law and venue – which state's courts or laws would apply to a dispute, which matters if you work remotely or across state lines.

An attorney review before you sign catches problems in these clauses while they are still negotiable.

Physicians face additional layers on top of this list – such as productivity-based bonus formulas, tail insurance responsibility, and non-compete rules specific to healthcare practitioners. See our Physician Employment Agreements page for a full breakdown of contract provisions to watch for.

Is my non-compete agreement enforceable in Texas?

It depends on whether the agreement meets Texas's specific requirements. To be enforceable in Texas, a non-compete generally must:

  • Be tied to an otherwise valid agreement, such as an employment contract
  • Be supported by real consideration, such as access to confidential information, specialized training, or equity compensation – a raise, bonus, or simply staying employed usually is not enough on its own
  • Be reasonable in duration (typically one to two years)
  • Be reasonable in geographic scope
  • Be reasonable in the type of activity it restricts

If a non-compete is broader than necessary, Texas courts are required to narrow it and enforce the reasonable version, rather than throw it out entirely. Healthcare practitioners have additional non-compete protections under a 2025 state law that limits duration and geographic scope specifically for physicians, dentists, nurses, and physician assistants.

For the full breakdown of these requirements, see What Makes a Non-Compete Agreement Enforceable in Texas? For the current legal landscape, including a common misconception worth clearing up, see Are Non-Compete Agreements Banned in Texas?

What's the difference between a non-compete and a non-solicitation agreement?

A non-compete restricts where you can work – it prevents you from working for a competitor or starting a competing business for a defined time and area. A non-solicitation agreement is narrower: it does not restrict where you work, only whether you can reach out to your former employer's clients or employees. You can go work for a competitor under a non-solicitation agreement. You just cannot solicit your former employer's customers or staff.

Both are governed by the same state law and must meet the same core requirements: they must be tied to a valid underlying agreement and reasonable in scope. Which one a business needs depends on what it is actually trying to protect – client relationships, competitive knowledge, or both.

For a full side-by-side comparison, including what counts as "solicitation" and which agreement fits which situation, see Non-Compete vs. Non-Solicitation in Texas: What's the Difference?

Do my business partners and I need a written partnership or shareholder agreement if we trust each other?

Texas law does not require a written agreement for a partnership or corporation to exist. But without one, your business is governed by the state's default rules, not by what you and your partners actually intended. Those default rules cover control, profit distribution, and exit rights, and they rarely match what a specific group of partners would have chosen for their own situation.

A written partnership agreement or shareholder agreement puts those decisions in your hands instead: voting rights, what happens if a partner wants out, how a buyout is valued, and who has authority over what.

What should be in an independent contractor agreement to protect my business?

A well-drafted agreement should clearly define:

  • Scope of work – exactly what the contractor will and will not do
  • Payment terms – rate, schedule, and method
  • Classification language – confirming the relationship is a contractor relationship, not employment, which has real tax and liability consequences if it is wrong
  • Ownership of work product – who holds the rights to what the contractor creates
  • Confidentiality and non-solicitation terms, if the contractor will have access to sensitive information or client relationships
  • Term and termination – how long the agreement runs and how either side can end it
  • Dispute resolution – how disagreements get resolved if they come up

How a working relationship is structured in practice (not just on paper) also affects whether a worker is properly classified. Misclassifying an employee as a contractor can expose a business to liability well beyond the agreement itself.

For a full breakdown, including physician-specific considerations, see our Independent Contractor Agreements page.

How long does a contract review typically take?

A contract review can usually be scheduled within a day or two of your initial inquiry and takes place during a consultation with an attorney lasting up to one hour. Before the consultation, our intake team will ask you to forward your contract along with any questions or concerns you would like to cover, so the attorney can prepare in advance.

Contract reviews are handled on a flat-fee basis, set by the length and number of documents involved. Any work beyond the consultation itself is billed separately, and the attorney will provide a quote for that work during your consultation.

What happens if I've already signed something I now think is unfair?

Texas law sets a high bar for undoing a contract on the grounds that it is unfair. Courts generally will not release someone from an agreement just because it turned out to be a bad deal or because the other side negotiated hard. That said, a few legal defenses can apply depending on the facts: if the contract was procured through fraud, misrepresentation, or duress, if there was a genuine mutual mistake, if certain provisions of the contract are unenforceable as written, or if the terms and the circumstances surrounding the signing were severe enough to meet Texas's standard for an unconscionable contract.

Which of these might apply, if any, depends entirely on the specific facts of your situation and the document itself. The first step is having an attorney review the contract and how it came about. Schedule a consultation to go over your agreement and discuss your options.

How Our Experience Can Help You

For nearly 40 years, our contract attorneys have drafted, reviewed, and litigated agreements for Texas business owners. Litigating breach of contract claims has shown us exactly which clauses turn into disputes – vague deliverables, missing termination rights, poorly defined default terms – and we build that knowledge into every contract we draft or review.

When you work with our team, you put experienced contract law attorneys on your side.

For legal guidance, perspective, and resolution – in and out of the courtroom – contact our Houston-based business contract law firm today at (713) 783-3110.

Why Choose Our Team?

Unwavering Commitment to the Success of our Clients

With decades of combined experience, we bring big-firm capability with personal firm service.

  • In Business Since 1987.

    Nearly 40 years representing clients in business and healthcare matters.

  • We Serve Clients Throughout Texas and the Nation.
    We handle matters from the Red River to the Rio Grande and beyond.
  • We Build It, and We Defend It.

    We form Texas businesses and medical practices, and we defend them when regulators, payers, partners, or outside parties come calling.

  • Legal Counsel You Can Understand.

    We explain every step in plain English and lay out our fee arrangement up front, before you sign anything.

  • We Want to Be Your Law Firm for Life.™
    We take a vested interest in our clients' success – from start to finish.

To Us, Every Case is Personal

Real Stories, Real Results, Real Advocacy
    "From start to finish, they have set me at ease with setting up my medical practice."
    I was provided with sage legal advice from Keith Lefkowitz, and then paralegal Rebecca Cepeda helped me set up my PLLC with the Secretary of State... I strongly recommend Keith and Rebecca to help with a medical practice set up. I look forward to working with them for my future legal needs.
    - B.
    "I'm glad to know I always have top-notch legal representation"
    I have worked with Trey and the team there multiple times. They are attentive, great to work with, and I'm glad to know I always have top-notch legal representation
    - B.B.
    "Keith was able to get our business up and running again."

    Great people to work with! Keith helped us through our appeal step by step and was able to get our business up and running again.

    "Super happy with this law firm!"

    Anton was my attorney for a ceases desist letter. He was absolutely amazing, responded extremely quickly and the response he wrote for me was phenomenal. Super happy with this law firm!

    "I don't believe we could have navigated this challenging situation without his support."

    Highly recommend the firm and Philip in particular; I greatly appreciate the firm for the invaluable assistance with the legal matters we engaged it to address. Philip Racusin's expertise, attentiveness, responsiveness, and professionalism have been exceptional, and I don't believe we could have navigated this challenging situation without his support.

    "I would recommend them to anyone needing a solid business lawyer."

    Hendershot's team was very helpful during my consultation. I was dealing with a stressful business issue with a partner, and they gave me clear guidance on what steps to take. They explained things in a way that was easy to understand and helped me feel more confident moving forward. I would recommend them to anyone needing a solid business lawyer.

    "I recommend them and will bring other matters to the firm for their assistance."

    Outstanding firm. The team was efficient and provided good legal & business advice. Particular compliments to Trey Hendershot and Bryan Tehrani - I recommend them and will bring other matters to the firm for their assistance.

    "The team was kind and prompt in all aspects"

    After many attempts at resolving my legal issue, Bryan and the team at Hendershot Cowart were able to resolve my problem. The team was kind and prompt in all aspects. Thank you!

We Are On Your Side Contact Us to Schedule Your Consultation

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