Contract Law Services
Contracts are the foundation of business relationships. Whether you're entering into a partnership, hiring employees, or engaging vendors, well-drafted contracts protect your interests and prevent disputes.
Our Contract Services
Contract Drafting
We draft comprehensive contracts including:
- Business Agreements: Partnership, operating, shareholder agreements
- Commercial Contracts: Sales, purchase, distribution agreements
- Service Agreements: Consulting, professional services, SaaS
- Employment Contracts: Employment, non-compete, confidentiality
- Real Estate: Leases, purchase agreements, development contracts
- Intellectual Property: Licensing, assignment, joint development
- Vendor/Supplier: Master service agreements, purchase orders
Contract Review
Before you sign, we review:
- Terms and Conditions: Understand obligations and rights
- Risk Assessment: Identify potential liabilities
- Ambiguities: Clarify unclear provisions
- Market Standards: Compare to industry norms
- Red Flags: Spot problematic clauses
- Negotiation Points: Identify terms to negotiate
Contract Negotiation
We negotiate on your behalf:
- Strategic Positioning: Leverage analysis and strategy
- Term Optimization: Secure favorable provisions
- Risk Mitigation: Minimize exposure and liability
- Relationship Preservation: Maintain business goodwill
- Deal Structure: Creative problem-solving
- Documentation: Clear communication of changes
Essential Contract Elements
Offer and Acceptance
- Clear proposal of terms
- Unambiguous acceptance
- Meeting of the minds
- Mutual understanding
Consideration
- Exchange of value
- Sufficient consideration
- Bargained-for exchange
- Legal consideration
Capacity
- Legal authority to contract
- Age and mental competence
- Corporate authorization
- Power of attorney
Legality
- Lawful purpose
- Legal subject matter
- Compliance with regulations
- Public policy considerations
Key Contract Provisions
Payment Terms
- Amount and currency
- Payment schedule
- Late payment penalties
- Payment methods
- Deposits and retainers
Performance Obligations
- Scope of work
- Deliverables and milestones
- Quality standards
- Timelines and deadlines
- Acceptance criteria
Warranties and Representations
- Product/service warranties
- Authority to contract
- Accuracy of information
- Compliance with laws
- No conflicting obligations
Indemnification
- Who indemnifies whom
- Scope of indemnification
- Limitations and caps
- Defense obligations
- Insurance requirements
Limitation of Liability
- Cap on damages
- Excluded damages
- Exceptions to limits
- Insurance requirements
- Allocation of risk
Intellectual Property
- Ownership of work product
- License grants
- Use restrictions
- Confidentiality
- Moral rights
Termination
- Termination for cause
- Termination for convenience
- Notice requirements
- Effects of termination
- Survival of obligations
Dispute Resolution
- Negotiation requirements
- Mediation provisions
- Arbitration clauses
- Jurisdiction and venue
- Attorney fees
General Provisions
- Governing law
- Force majeure
- Assignment rights
- Amendment procedures
- Notices
- Entire agreement
- Severability
- Waiver
Types of Business Contracts
Employment Agreements
Executive Employment Contracts:
- Compensation structure
- Benefits and perks
- Duties and responsibilities
- Term and renewal
- Termination provisions
- Change of control
- Non-compete covenants
Independent Contractor Agreements:
- Scope of services
- Payment terms
- IP ownership
- Confidentiality
- Independent contractor status
- Termination rights
Non-Compete and Non-Solicitation:
- Geographic scope
- Duration
- Restricted activities
- Consideration
- Enforceability provisions
Commercial Contracts
Sales and Purchase Agreements:
- Product specifications
- Pricing and volume
- Delivery terms (Incoterms)
- Quality standards
- Returns and refunds
- Warranty provisions
Distribution Agreements:
- Territory and exclusivity
- Minimum purchase requirements
- Marketing obligations
- Pricing and margins
- Termination rights
- Inventory upon termination
Master Service Agreements (MSA):
- General terms and conditions
- Statement of Work (SOW) process
- Pricing framework
- Performance standards
- Relationship terms
- Multiple project structure
Partnership and Ownership
Partnership Agreements:
- Capital contributions
- Profit and loss allocation
- Management structure
- Decision-making processes
- Dispute resolution
- Buyout provisions
- Dissolution procedures
Operating Agreements (LLC):
- Member rights and obligations
- Capital account tracking
- Distribution policies
- Management structure
- Transfer restrictions
- Admission of new members
Shareholder Agreements:
- Share transfer restrictions
- Buy-sell provisions
- Drag-along/tag-along rights
- Board representation
- Voting agreements
- Dividend policies
Real Estate Contracts
Commercial Leases:
- Rent and escalation clauses
- Common area maintenance (CAM)
- Use restrictions
- Alterations and improvements
- Assignment and subletting
- Default and remedies
Purchase and Sale Agreements:
- Purchase price and earnest money
- Financing contingency
- Due diligence period
- Title and survey requirements
- Closing conditions
- Post-closing obligations
Technology Contracts
Software Licensing:
- License grant and scope
- Usage restrictions
- Maintenance and support
- Updates and upgrades
- Source code escrow
- Termination rights
SaaS Agreements:
- Service level agreements (SLA)
- Uptime guarantees
- Data ownership and privacy
- Security obligations
- Integration requirements
- Exit provisions
Development Agreements:
- Development scope and specifications
- Milestones and deliverables
- Acceptance testing
- IP ownership
- Source code rights
- Maintenance and support
Contract Negotiation Strategies
Preparation
- Understand your objectives
- Know your walk-away point
- Research the other party
- Identify leverage points
- Prepare alternatives
Negotiation Tactics
- Anchoring: Start with favorable position
- Trade-offs: Exchange concessions strategically
- Silence: Use pauses effectively
- Good Cop/Bad Cop: Team negotiation approach
- Deadline Pressure: Time constraints
Common Negotiation Points
Risk Allocation:
- Indemnification scope
- Liability caps
- Insurance requirements
- Warranty limitations
Financial Terms:
- Payment amounts
- Payment timing
- Price adjustments
- Volume discounts
- Penalty provisions
Control Provisions:
- Approval rights
- Change management
- Audit rights
- Performance monitoring
Exit Strategy:
- Termination rights
- Notice periods
- Transition assistance
- Data return
- Non-solicitation period
Contract Management
Best Practices
- Centralized Repository: Store all contracts securely
- Key Date Tracking: Monitor renewal and expiration dates
- Performance Monitoring: Track compliance and deliverables
- Amendment Process: Document all changes
- Regular Review: Assess continuing relevance
Contract Lifecycle Management
- Initiation: Identify need for contract
- Drafting: Prepare initial agreement
- Negotiation: Finalize terms
- Approval: Obtain necessary sign-offs
- Execution: Sign and store
- Performance: Monitor compliance
- Amendment: Modify as needed
- Renewal/Termination: Decide on continuation
- Archive: Retain per legal requirements
Avoiding Common Contract Mistakes
Drafting Errors
- Ambiguous language
- Inconsistent terms
- Missing provisions
- Overly broad or narrow scope
- Unrealistic obligations
Execution Mistakes
- Improper signature authority
- Missing required approvals
- Incomplete execution
- Lack of witnesses/notarization
- Missing exhibits or schedules
Performance Issues
- Inadequate documentation
- Missed deadlines
- Scope creep without amendments
- Poor change management
- Failure to enforce terms
When Contracts Go Wrong
Breach of Contract
Types of breaches:
- Material Breach: Significant violation
- Minor Breach: Technical violation
- Anticipatory Breach: Indication of future breach
- Fundamental Breach: Destroys contract purpose
Remedies
- Damages: Monetary compensation
- Specific Performance: Force performance
- Rescission: Cancel contract
- Reformation: Rewrite contract
- Injunction: Prevent or compel action
Dispute Resolution
- Pre-litigation demand letters
- Negotiated settlement
- Mediation
- Arbitration
- Litigation
Industry-Specific Contracts
Healthcare
- Provider agreements
- Management service agreements
- Medical staff bylaws
- HIPAA business associate agreements
Technology
- Software licenses
- Cloud service agreements
- API agreements
- Data processing agreements
Construction
- Design-build contracts
- Subcontractor agreements
- Architect agreements
- Construction management contracts
Manufacturing
- Supply agreements
- Tooling agreements
- Quality agreements
- Co-manufacturing agreements
International Contracts
Special Considerations
- Governing Law: Which country's laws apply
- Currency: Payment currency and exchange risk
- Language: Official contract language
- Cultural Differences: Negotiation and business norms
- Dispute Resolution: International arbitration
- Force Majeure: Political and regulatory risks
CISG and Incoterms
- UN Convention on Contracts for International Sale of Goods
- International Commercial Terms (Incoterms 2020)
- Shipping and delivery responsibility
- Risk of loss transfer
Get Professional Contract Assistance
Don't leave your business relationships to chance. Professional contract services protect your interests and prevent costly disputes.
When to Engage an Attorney
- High-value contracts
- Complex transactions
- Unfamiliar contract types
- Significant risk exposure
- Long-term commitments
- Multiple parties involved
Our Process
- Initial Consultation: Understand your needs and goals
- Review/Drafting: Prepare or analyze contract
- Client Review: Explain terms and risks
- Negotiation: Engage with counterparty
- Finalization: Execute and deliver
- Follow-up: Support during performance
Contact Us Today
Schedule a consultation to discuss:
- Contract drafting needs
- Agreement review
- Negotiation strategy
- Contract disputes
- Contract management systems
Protect Your Business. Get Expert Contract Services. Contact Us Today.