Contracts, Contracts, Contracts, the firm specializes in drafting, interpreting, modifying, defending, enforcing, and otherwise working with contracts. The firm has experience with
- Mediation Agreements
- Partnership Agreements
- Operating agreements
- Employment Agreements
- Non-compete Agreements
- Non-disclosure Agreements
- Settlement Agreements
Often times people ask me what needs to happen in order to form a contract. Here is a simple framework for thinking through the facts to see if you are contractually obligated to do something. This is not the end situation, but it is a start and will help you recognize the right issues.
There are four elements to any contract.
- Consideration / bargained for exchange
- Meeting of the minds/intent to take on a legal obligation
#1 The Offer
An offer is a representation in either oral or written form that if accepted will bind the parties with certain obligations and entitle to them to certain rights.
Advertisements on Craigslist are not offers, they are merely invitations to start negotiations. An offer is given with the expectation that it could be accepted immediately. Offers have different criteria depending on whether you are a merchant or not.
#2 The Acceptance
Acceptance is the act wherein the offeree (the person to whom the offer is made) agrees to the terms presented by the offeror (the person who is making the offer). This can happen by implicitly, or expressly, or more formally by a signature at the end of a document.
#3 The Consideration
Consideration is the “price” the buyer pays the seller or the value that is exchanged by both parties. Consideration can take many forms such as
- Refraining from doing something that you otherwise have the legal right to do
#4 The Mental Requirement
The meeting of the minds requirement seem to be the root of most contract problems that go wrong. The meeting of the minds requirement, requires the parties making the contract to understand or agree on the terms and provisions of the contract or at least the main ones. This is one reason why drunkenness is sometimes used as a defense to an otherwise enforceable contract.
Without all of these elements the contract may be void, voidable, or unenforceable. The nuances of contract law are very complex, but this is the framework that every attorney/judge will start with when deciding contract formation issues.