I have had several clients arrive in my office because they made the ill-advised decision to draft their own contract, or even worse Google and use a contract from online, and then found themselves in a situation they never contemplated happening or at least didn’t appreciate the risk of happening when they entered into their contract. Unexpected situations arise because of a combination of factors: (1) the parties to the agreement have a falling out about what they agreed to or about what the contract “says”, and (2) the contract itself is inadequate.
Often, one of the first comments a client in this predicament makes to me is: “I don’t understand how they think they can do this.” I assume the attorneys on the other side of my contract dispute cases are confronted with the same: “I don’t understand how they think they can do this.” This confusion arises because the parties entered into the contract with “understandings” that weren’t reduced to writing, assumed the meaning of certain important terms without actually defining them in the contract only to later find out the other party made different assumptions about the same terms, or the contract itself is unclear because of ambiguous or inconsistent terms.
Contract drafting is a very technical art that requires attention to detail. Terms, and their definitions, must be carefully selected and the contract must strike the appropriate balance of being clear while also not being so intimidating that no one wants to do business with you. Additionally, a well-drafted contract is capable of not only protecting and defining your interests but also can dictate the consequences should a breach or dispute arise. Clear terms with clear consequences allow both sides of the contract to act with more certainty, avoids poisoning business relationships, and encourages accountability by outlining the consequences for breaching the contract on the front end of the contractual relationship.
If you are interested in drafting a new contractual agreement, would like to amend an out-dated contract that your business needs to update for use in the future, or have a contract that you want reviewed prior to signing, give us a call and see if Ben’s legal powers are right for you!