I'm new to working as a contractor, and have just been offered a contract-to-hire position through a contracting company for a specific client. Notably, I have not seen the actual contract I would be signing or seen the formal offer letter, just the rate, start date and expected duration. The document I would be signing states that signing it confirms I accept the offer, and that the contract to sign will be generated after that. I'm a resident of California, and the contracting company is in Texas.

My question is: Is this unusual, and if I sign to accept the offer, is any of it binding when it comes to signing the actual contract? I know that with a regular employment offer, most if not all US states allow walking away from it at any point without penalties, even after the offer has been accepted. I have never done contract work however, so I don't know if more restrictive clauses or penalties can be added to those, and if so, would it be easy to challenge? For reference, I have not picked up any shady vibes from either the client or the contracting company throughout the process, so I don't really expect that anyone's trying to pull anything funny. I'm just trying to make sure I don't end up signing a contract I haven't seen.

Edit: Thanks, I have requested a wording change that explicitly states the contract will be signed and executed separately, which they agreed to without any issues.

  • The vibe I have is that either company is using some paid service to generate employment contracts, and would rather have a formal agreement of principle before they pay the contract-generation fee. (I have never been a contractor, nor dealt with any US employment contract.)
    – KFK
    Commented May 26, 2023 at 15:42
  • @kfk yes, the contracts and payroll are handled by another company, they did tell me that
    – mathrick
    Commented May 26, 2023 at 16:39

1 Answer 1


Yes, you can be bound to a contract you have not seen

However, you would be unwise to do that

You have been informed a contract will be “generated” and you can agree to be bound to it sight unseen. Don’t do that - ask for a copy of the contract to be provided now.

  • -1: one cannot be bound by a contract that they could not reasonably see; there can be no "meeting on the minds". The OP has a written proof that the full contract is withheld from them for now. (I agree it is unwise to sign an offer letter when one suspects the full contract contains undesirable details, but that’s because of the expense and hassle involved in signing the offer letter then refusing to sign the "real" contract, not because of legality.)
    – KFK
    Commented May 26, 2023 at 15:38
  • @KFK that’s just not true. All that is required to be bound is that you are aware the terms exist and you could read them if you ought them out. The OP has been made aware there are additional terms and has not, as yet, sought them out. If they asked to see them and were denied, then they would not be bound but they have to be prevented by the other parties action, not by their own inaction.
    – Dale M
    Commented May 26, 2023 at 23:31

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