CONTRACT NEGOTIATION AND DRAFTING
Contracts dictate the terms of all business transactions and professional relationships, ranging from dress code for employees to the responsibilities of business partners to the leasing of commercial space and equipment. By establishing guidelines, providing clarity, and illuminating the path toward the successful completion of projects, clear and enforceable contracts benefit all types of employers and business owners.
Unfortunately, contracts and agreements are not always easy to prepare or interpret. Boilerplate language, convoluted wording, and unenforceable clauses plague contracts of all varieties, and even experienced business owners can find themselves faced with a legal catastrophe if breach of contract is alleged internally or by another business entity. Once an initial contract has been prepared, negotiations must be handled carefully. Agreements which initially seem simple can lead to confusion, disputes, and eventually litigation, should unanticipated circumstances or complications arise.
The business attorneys of Bellatrix PC have extensive experience assisting start-ups, non-profit organizations, corporations, partnerships, and LLCs with the preparation and negotiation of contracts and written agreements. As business owners ourselves, we focus our firm on providing clients with results-oriented, cost-efficient solutions for complex legal disputes. To learn more about how we can assist your business, call our law offices at (800) 889-8376 to schedule a private consultation.
Contracts and Business Agreements Our Attorneys Handle
Contracts can take many different forms. Our attorneys have the knowledge and skill to prepare and negotiate a wide variety of business- and employment-oriented contracts and agreements, including but not limited to the following:
- Buy-Sell Agreements
- Commercial Lease Agreements
- Confidentiality Agreements
- Consulting Agreements
- Distribution Agreements
- Employment Contracts
- Joint Venture Agreements
- Licensing Agreements
- Non-Compete Agreements (Covenants Not to Compete)
- Non-Disclosure Agreements (NDAs)
- Operating Agreements
- Partnership Agreements
- Purchase Agreements
- Real Estate Contracts
- Separation Agreements
- Severance Agreements
- Software License Agreements
- Stock Transfer Agreements
Determining enforceability of contracts can be a daunting task in situations where the involved parties are located in different states or countries. Our attorneys will assess your proposed contracts and agreements for legal vulnerabilities, advise you with regard to potential risks of the existing language, and take corrective measures as needed to protect your business’ legal and financial interests.
What Are the Elements of Breach of Contract?
It is not uncommon for clients, consumers, or other businesses to claim they have been financially harmed by a commercial defendant’s breach of contract. While being sued is always a stressful and frustrating experience, try not to panic: in order for the plaintiff to prevail, the following elements must be proven:
- A valid contract must exist. This includes oral agreements.
- The defendant deviated from the terms of the contract in a significant or material way. Lawsuits arising from minor breaches are frequently unsuccessful due to the following point.
- The breach must have resulted in damages to the plaintiff, such as loss of time, money, or other business relationships. (For instance, the plaintiff lost a client because the defendant failed to deliver a shipment in accordance with the terms of the contract.)
The best way to minimize your company’s risk of facing breach of contract allegations is to prepare concise and clearly-worded agreements. All agreements should be put into writing, so that you are prepared with a point of reference should disputes arise in the future. Oral agreements, which do have the potential to be legally binding, leave your business vulnerable to accusations of breach and other misconduct.
What Should Be Included in a Contract?
Of course, the answer to this question depends on the type of contract which is involved. Likewise, business owners are strongly urged to avoid using generic, template-based contracts, as the boilerplate agreements widely available on the internet inevitably lack the level of detail and nuance necessary to cover each element of a real-world transaction.
While each contract should be unique and customized to the situation at hand, there are some general tips which can help you visualize the components of a well-written contract:
- Use clear, plain language. Dense legalese can be a roadblock to comprehension, which can only lead to confusion and disputes.
- Do not include terms or clauses which could render the contract unenforceable. For instance, covenants not to compete (non-compete agreements) are generally not enforceable in the state of California.
- Always commit your agreements to paper, no matter how cordial the relationship. If your agreement rests upon a promise and a handshake, you have no hard evidence to support your position should a dispute arise in the future.
- Provide terms under which the contract may be terminated. You must consider emergency factors like natural disasters, death, and disability, no matter how remote or unlikely these issues may seem to you now.
- Keep all details accurate and consistent. If a business’ name ends with LLC, make sure you include the LLC at each instance of the name. Minor inconsistencies can present problems later down the road.
- If the parties are located in different states, determine which state will have jurisdiction over the agreement.
If your company needs help writing or negotiating a business contract, get legal guidance from an experienced and respected law firm. To set up a private consultation, call the contract attorneys of Bellatrix PC at (800) 889-8376 today.