What Should Be Included In A Business Contract?
I’m Florida business attorney L. Reed Bloodworth, Founder and CEO of Bloodworth Law in Orlando and Winter Haven.
I’ve been a business litigation, trust litigation, and probate litigation attorney since 2004.
I’ll explain key proponents that should be included in a business contract to protect you and your Florida business.
There’s No Substitute For An Attorney
There is no substitute for an attorney’s thorough review of a business contract for insurance that your interests are protected and to prevent legal disputes.
It doesn’t matter what you sign, but, when you sign a contract, you are committing to what is written in the contract as is the party or parties who also sign the contract.
Your intentions may be well and good in closing business deals with a handshake, or by signing contracts that haven’t had an attorney’s review. But when you sign a contract you are responsible for the good and the bad.
Each Contract Should Be Unique
There are many questions about what should be included in a business contract. But there should be a unique contract drafted for each Florida business agreement.
Upon execution of any contract in Florida — execution describes the act of placing formal signatures on the document by all parties — you are bound to perform and agree to act and respond to promises made in writing.
How confident are you in your ability to legally protect yourself, your business, your assets, your family, and your finances when you put your signature on a contract?
When you sign, you’re making a legal commitment to other parties. Why not instead bring a contract for review by a Florida contracts attorney, also called a business litigator, a business and civil lawyer, or a trial attorney in Florida?
Can You Write A Business Contract?
How confident are you in your Florida legal knowledge? Can you write a business contract? Do you know what a jury will want to see and what a judge will expect from a business contract should that business contract be disputed in court?
Ignorance Is Not A Defense
Ignorance of the law is not a defense for a poorly written business contract. When you hire a contracts attorney to review your documents before you sign, you’re investing in protection for your business and preventing legal costs down the line.
Working with the formal legal advice of a business attorney, you can be certain that what you’ve agreed to is solid and is in your best interests.
Unfortunately, many very skilled business people with experience and influence do not have an attorney review contracts, often to their detriment.
Every contract should be unique to the agreement that you make. There is no template or footprint, or basic business agreement unless you’re signing with the same parties, for the same goods or services. Even then, the first document should be reviewed by a contracts attorney.
When someone says to you that they don’t need a contract, you should run to an attorney for advice before entering into any agreement — verbal or written — with that party.
Did you know that verbal contracts are enforceable in Florida?
Did you know there are elements that should and should NOT be included in a business contract?
Essential Elements of a Contract
The essential elements of a contract should be included and that refers to what the parties are contracting for.
You want to make sure that the goods that are being contracted for are specified in the contract. The amount of money to be paid and to be received should be specific. The length of time in which goods and services are to be delivered should be clear in the contract.
There should be a termination clause in the contract. In the event something goes wrong, the parties have already pre-negotiated what should happen.
Venue and Jurisdiction Clause
Some other elements that should definitely be in a contract include a venue clause, and, your jurisdiction clause. In the event a dispute over the contract does arise, the parties know where the dispute is going to be litigated.
Attorney’s Fees Clause
Another aspect that should be in a contract is an attorney’s fees clause. That clause means if the parties break out in an argument and get into a dispute — be it a lawsuit or otherwise — the party that is victorious in that dispute would recover their attorney’s fees. This is good for a couple of reasons.
Number one, it can sometimes result in parties not wanting to go into litigation. But if it does, the winning party is going to be protected from having to pay an exorbitant amount of attorney’s fees if it results in a lawsuit.
Contracts Are Legally Enforceable
A contract is a legally enforceable promise. A business contract has three primary elements:
- One, there is an offer. Someone’s offered to do something.
- Two, there is acceptance. The person for whom the offer was made accepts that. And,
- Three, there is consideration meaning the parties that are contacting have something of value that is being contracted for.
Those are the essential elements of a contract. If you’re going to sign a contract, protect yourself by having an attorney review the documents. Talk with Reed and the Business Litigation team to find out how Bloodworth Law can help you, your family, or your business.