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Before You Write Your Own Business Contract

Ambiguity In Business Contracts Could Go Either Way

If you don’t know the law, don’t write legally binding documents!

Stephen J. Slocum, Esq.
Many businesses prepare their own contracts or use form contract from an online source. Obviously, attorneys don’t like this because it cuts into their business; or does it? Well the answer is maybe. But that is always the lawyer’s answer, isn’t it? If it’s not, it should be.
In this situation, there are a few things you want to know before going it alone. First is that in the law of contracts, contracts are interpreted against the drafter of the document. What this means is that if you write it, and the other party says they thought the contract said something different, then this “ambiguity” will be interpreted against you. Next is what is not said. There are contracts, between vendors in some industries, that can be enforced even if you don’t stipulate to these terms in your contract. Then there are matters of waiver; when your contract says, something must be done, or not done, and you did not enforce that provision, did you waive the right to later enforce it? What about delivery? Insurance? Damages?
The short version is that when you are looking to contract with someone, consult your lawyer to make sure you are agreeing to what you think you are. A couple of hundred or thousand dollars is just part of the cost of doing business. The law suit that could potentially put you out of business is the cost of not hiring a competent business lawyer.
The next issue is what should the lawyer do for you. Most lawyers have no idea what it takes to run a successful business. When you have a great deal of your costs tied up in getting the prospective client to the bargaining table, you don’t want them to walk away because your contracts are draconian, or otherwise one sided in your favor. On the other hand, you don’t want to leave yourself exposed to potential liability.
In is my opinion that when selecting a business law firm, you should look for a firm with over 30 years of business experience and over 30 years of legal experience.
In other words, The Sterling Law Group, A P.C.
Offices: Roseville & Tracy, CA

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