Business is built on contracts. Business law Dallas TX is largely wrapped up in contract law – contract negotiations, contract drafting and of course, contract disputes. Although contract disputes can spring up no matter how well-drafted the contract, having a solid agreement can reduce contract litigation, and if someone does breach and a lawsuit follows, an airtight writing can make all the difference between winning or losing.
Business Law Dallas TX: 5 Contract Drafting Tips
- Put everything in writing and include an integration clause. Oral business contracts are difficult to enforce in court. If your business enters an agreement with another business or an individual, reduce that agreement to a signed writing. Contract law states that written agreements that include an integration clause (e.g., “this writing represents the entire agreement between the parties”) are interpreted according to their terms, and no outside evidence is admissible. For example, if one party tries to argue that the terms changed based on a phone call, the court will not consider that phone call as evidence. Further, putting an agreement in writing makes sure the parties know what they’re agreeing to.
- Use clear, concise language. This may seem like a no-brainer, but many contracts are full of archaic fluff language like “wherefore” and “hitherto.” A written contract should contain no ambiguities, and the best way to start is with straightforward wording.
- Include every term agreed upon. As discussed above, an integrated written contract will be read as written by the courts. Your contract should include each and every item to which the parties agreed. Include the terms of payment and delivery, including dates, type of delivery, place of delivery, type of payment, terms of installments, interest, and what happens if someone fails to deliver or fails to pay. Leaving something out could lead to trouble down the road.
- Include a choice of law provision. Each contract should contain a choice of law provision that states where the parties can sue if a breach occurs, especially if the parties are in different jurisdictions. If your Dallas TX business contracts with an entity in Oklahoma City, you’ll want a choice of law provision so that if you do litigate, you won’t have to fight it out four hours away.
- Properly identify the parties and ensure the right people are signing. This one is important, because many business entities have multiple subsidiaries or “doing business as” names, and you want to make sure you’ve got the correct parties to the contract and that the names are used correctly. There’s a difference between Johnson Corp. and Johnson, LLC, and if you enter an agreement with one but the contract names the other, you may have an unenforceable contract. Similarly, make sure the person you’re dealing with has authority to contract on behalf of the company. Lawsuits can get tangled if the person who signed on behalf of the corporation was not authorized to do so.
The best way to make sure your contract is bulletproof is to contact experienced business attorneys. The business lawyers at Simon | Paschal PLLC have years of experience with business law Dallas TX including drafting contracts and litigating contract disputes. Call (972) 893-9340 or visit us on the web at simonpaschal.com/contact-us/ to obtain skilled business counsel.
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