The Definitive Guide to Physician Contract Review

The Definitive Guide To Physician Contract Review

Whether you have just finished your residency, currently interviewing, or you’re well into your career, most physicians will, at some point, have to sign a physician’s employment or partnership contract. And, like all employment agreements, they can be full of legal terms and caveats that you need to understand before you sign.

Unless you’re a doctor with a law degree or one who has extensive experience reviewing the specific kind of agreement you have to sign, it’s important to have a legal professional review the contract for you. They’ll make sure that the contract includes all of the necessary details and may even be able to negotiate better terms for you.

If you’ve just been presented with an employment contract, check out our definitive guide to physician contract review.

What is a Physician’s Employment Contract?

A physician’s contract is an employment contract between a doctor and the hospital group or practice they’ll be working for. It stipulates all of the terms of your employment, including what you’ll do, where you’ll do it, and how much you’ll be paid.

Contracts also include details about your weekly hours, call coverage, and benefits.

The contract should also say whether you’ll be an employee or an independent contractor. This is an important point of distinction, as employees are typically paid a salary with the potential to receive bonuses. Independent contractors may only be paid for the services they provide, without a guarantee of a set salary.

It is common for new physicians to make contract review mistakes, so it is always best to have a legal professional perform a contract review.

Do All Doctors Have to Sign Contracts?

Not necessarily. But as the trends in physician employment shift, more and more doctors are required to do so.

According to a 2018 study by the Physicians Advocacy Institute, the percentage of hospital-employed physicians increased by more than 70% between July 2012 and January 2018. In addition, the percentage of hospital-owned practices increased by over 128%. The trends show that more doctors are working as employees rather than working in private practice.

In 2019, an AMA press release supported that data. AMA reported that 47.4% of all physicians practice medicine as employees. Only 45.9% are physician owners with their own medical practice. All of those employed physicians can expect, at some point, to have to sign a physician employment contract.

Why is it Important to Have a Contract Reviewed?

It is in the physician’s best interest to have a contract reviewed before signing and agreeing to its terms and restrictive covenants.

Contracts are legally binding documents, and they can be full of complicated contract language. Hiring a legal professional is the best way to ensure that you’re getting a fair deal.

During the review process, a lawyer will look at a variety of things, including your base salary, hours, benefits, and the option to earn bonuses. (Bonuses are usually performance-based on productivity). They will also make sure that non-compete clauses are legal and fair and that termination clauses are clearly defined.

In most cases, an attorney will not be able to tell you if your benefits and salary are on par with those of similar physicians. This is where specialized consultants and advisors come into play. Having access to a compensation benchmarking and benefits advisor is the person you can get that information from.

The review process is also a chance to negotiate the terms of your contract. A lawyer will be able to provide you with the info you need to negotiate and, in some cases, may be able to handle the contract negotiations for you.

When Should You Have a Contract Review?

Various circumstances may require that you sign a contract.

Hire a professional to do your contract review if you are:

• Entering into a new contract
• Renewing a contract
• Changing compensation or benefits packages
• Renegotiating an existing contract
• Exiting a physician employment contract
• Transitioning to a partnership
• Starting a new business

Under these circumstances, you should hire an attorney to review your contract thoroughly before signing it. Once you sign, you’ll have little to no standing to make changes. You will be bound by the existing contract terms.

Physicians who don’t have their contracts reviewed put themselves in professional jeopardy. Find out that you’re not being paid a fair salary or that your call hours are too excessive after you sign, and it will be too late.

What Your Contract Should Include

Most physician contracts are in excess of twenty pages. And those pages are full of details that can be easy to miss or overlook unless you have experience reviewing similar documents on a daily basis.

Here are a few important aspects of a contract, which your lawyer should look for and inspect during a review:

1. Compensation and benefits

The document should clearly define your salary as well as incentive pay, income guarantees, and on-call pay. It should also include a complete list of all the benefits you will receive or they should provide this to you on supplemental documents.

Some of the benefits you may receive include:

• Health insurance
• Dental insurance
• Vision insurance
• Malpractice insurance
• Life insurance
• Disability insurance
• Vacation days
• Sick leave/personal leave
• Repayment of professional membership dues
• Student loan repayment
• Relocation expenses
• Continuing Medical Education (CME)

Let your lawyer know of any verbal promises made to you during the interview process (such as a signing bonus, liability insurance, or relocation expenses). During the review, your lawyer will ensure that those benefits are documented in writing in the physician employment agreement.

Though all aspects of the contract are important, compensation may be the most important point of all. And that is why hiring a contract review attorney is essential.

Contract attorneys rarely, if ever, know how much other physicians in your region and specialty are earning. Again, their focus is going to be on the legal aspects. In some rare cases though, an attorney may have first-hand knowledge of your specific employer if they’ve reviewed contracts for them before.

Without an attorney, you’ll need to do hours of independent research to determine if your benefits and compensation packages are what they should be unless you work with a compensation benchmarking specialist or an advisor who consults on and subscribes to compensation databases.

2. Ownership and partnership agreements

You may decide someday to become an owner or a partner in the practice you’re about to work for. So you need to understand that your contract may not even mention it. Therefore, you have to inquire into the expectations and how the process works.

Most likely, there will be additional documents, separate from an employment contract that would include the parameters for becoming a partner. It should detail time frames that may be relevant, buy-ins that might be necessary, and what the purchase price will be. These are essential things to look for in a contract review, so make sure they’re included when applicable.

3. Duties and responsibilities

Your contract should detail all of your specific duties and responsibilities. It will also include what type of medicine you’ll be practicing and when and where you’ll do so.

In this part of the contract, look for the details of your work hours and workdays, call responsibilities, and physical workspace. Depending on your specialty, it may also detail how many patients you need to see each hour, day, or week.

4. Restrictive covenants

Restrictive covenants are one of the best ways for employers to protect their interests if and when you terminate employment. Two of the most common ones are the non-compete clause and the non-solicitation clause.

A standard non-compete may restrict you from working within a certain distance of your employer’s location. This could be a short distance or a wide area, so pay close attention to this.

Non-solicitation may restrict you from taking current patients with you, at least within a given time frame. Your patients will always have the option to seek you out and move to your new practice, but you will not be allowed to solicit them to do so.

5. Start and end dates

Your contract needs to have a firm start and end date. Some employers will renew the contract automatically at the end of the term. Others may require you to go through a new contract approval process.

Make sure you understand the dates of your contract so that you can be proactive in renewing or renegotiating it when it ends.

6. Termination details

Your contract should also detail if you can be terminated with or without cause.

If you can be terminated without cause, you can be let go for any reason (or no reason at all). If you can only be terminated with cause, your employer will have to provide you with a valid reason. Typically, a “with cause” termination occurs as a result of inappropriate conduct or the loss of hospital privileges.

7. Insurance requirements

Physician employment contracts also describe what types of insurance you will be required to carry. This includes malpractice insurance and tail insurance. In some cases, your employer may provide those for you. In other cases, you’ll be responsible for paying for those insurance policies yourself.

How to Negotiate a Contract

Employers typically have standardized terms that they offer to every employee. But that doesn’t mean you shouldn’t try to negotiate to get the best possible deal or at least seek out improvements where applicable.

With a lawyer to conduct your contract review, you’ll be made aware of any portions of the contract that you can negotiate. Some of the most commonly negotiated financial aspects include salary, bonuses, relocation expenses, and paid time off. Legal areas that often get changed have to do with the termination clauses such as shorten the non-compete and providing a more favorable approach to sharing the tail insurance cost.

Remember, attorneys don’t just review contracts. Attorneys write contracts as well. So while you may not notice that a detail has been left out of the contract, you can be sure that your attorney will.

Most employers are open to discussing and taking contract change requests. This is a common practice. Unless you’ve already had an extensive back and forth negotiation with the employer, your attorney may be able to negotiate on your behalf.

To have more negotiating power, hire an attorney at the beginning of the contract review process. If you’ve already gone back and forth with the potential employer several times, bringing in a lawyer at the end of the process won’t be as beneficial. Your employer may be hesitant to negotiate further if you’ve been in negotiations for some time.

Keep in mind, your employer is under no obligation to meet any of your demands or requests. But it doesn’t hurt to ask. The worst thing that can happen during the negotiation process is that they will say no.

How to Find a Contract Review Lawyer

Every state has specific regulations when it comes to contract review. But that doesn’t necessarily mean that you need to hire a healthcare attorney in your particular state.

Professional physician contract attorneys know the nuances of the law from state to state. Experienced attorneys can provide review services for any geographic location.

The variations in state law are minimal. A professional attorney will be able to review your contract and look out for the subtleties in different locales.

Where your attorney is located is far less critical than their experience in the area of contract law. At Physicians Thrive, we connect qualified, licensed attorneys with physicians in all 50 U.S. states. To date, our experts have conducted contract reviews for over 5,000 physicians and counting.

In addition, Physicians Thrive will also provide you with the services of a certified financial planner. This helps physicians entering into a new contract to start making plans for savings, investments, and retirement.

How Much Does it Cost to Hire a Contract Review Lawyer?

At Physicians Thrive, we offer our clients the option to have a single contract review or have multiple contracts reviewed over a period of time. Both options include unlimited consultations with a financial advisor and access to an independently contracted attorney.

You’ll also receive annual access to MGMA compensation data, compensation audits for your entire career, and a yearly income tax audit. If you so choose, you can also have your attorney negotiate on your behalf.