Contracts are the building blocks upon which modern-day life is founded. Contracts are crucial to our daily lives as they ensure agreements are kept in place. They also reduce the likelihood of a dispute arising and minimise the impact in the event that a dispute does come up.
Contracts underpin most major decisions made in business or commercial ventures. Our contract lawyers in Melbourne have seen many issues arise in commercial or business contracts that deal with large sums of money. A good Melbourne contract lawyer should not only be able to mitigate these issues but foresee any complications that might emerge during the drafting process.
Our Melbourne contract lawyers are knowledgeable about dealing in matters relating to contract disputes and are also experts at contract drafting. Our contract lawyers Melbourne understand the intense anxiety that can stem from being trapped in a contract that you might not understand or agree with.
Before you get in touch with our contract lawyer Melbourne to discuss the specifics of your situation, it’s helpful to first understand what a contract actually is, the types of contracts that exist and common breaches that our contract lawyers in Melbourne see all the time.
What is a contract?
Contracts are simply agreements that are made between particular parties that can be legally enforced. They range from things such as a commercial transaction, all the way through to complex, legally binding documents that set out certain expectations. They are usually created with the assistance of a contract drafting lawyer.
In order to determine if a contract is legally enforceable, our business contract lawyer will often query the following things:
- Was there an intention to create a legally enforceable agreement?
- Have all parties named in the contract given or received something as a result of the agreement?
- Has it been specified which individuals or groups are bound by the contract?
- Has one party made an offer that has been considered or accepted by the other party?
- Do each of the parties understand their obligations and expectations?
If all of those stipulations have been met, then it is more than likely that the contract is legally enforceable.
It is important to note that contracts that have been entered into, due to a mistake or misunderstanding, are not legally enforceable as they contradict the stipulations outlined above.
We seriously recommend that you contact us to book a free initial consultation with our contract lawyers in Melbourne, so they can offer you specific, tailored advice that will mitigate any issues that might arise in your contract.
What types of contracts are there?
Our contract lawyers in Melbourne are equipped to precisely draft and thus mitigate any possible future problems that may emerge in any number of different business and commercial contracts. Most issues seem to occur due to a lack of clarity within the contract itself or poor drafting in general. That is why it is so important to seek the advice of a qualified business contract lawyer.
Our contract lawyers in Melbourne need to know what type of contract you are seeking to draft or want advice about. This way we can better understand how we can help you and avoid future complications.
Purchase contracts – also known as a business sale agreement – are used to document the sale of a business’ shares or assets. Typically, the groups in a purchase contract are the business owner and whoever the assets or shares are being transferred to.
Commercial leases are contracts that specify an agreement between a lessor and lessee that allow the lessee to use a facility to run a business. These types of contracts allow the party renting the property to have exclusive rights to use the property for a fixed period of time. A commercial lease has a direct impact on the value of a business, so it is advised that you contact our contract lawyers in Melbourne, to ensure the contract is appropriate.
Loan & Mortgage Agreements
Our contract lawyers in Melbourne help draft and offer advice about commercial loan and mortgage agreements. These agreements specify how much a business is borrowing from a lender and when it needs to be paid. They might also include stipulations like prearranged interests rates and increasing interests rates over a number of years.
Distribution agreements – also known as distribution deals or a distribution contract – is an agreement in place between one party and another that stipulates the distribution of a product. These types of agreements can be beneficial for both parties, as it allows the distributor to sell an in-demand product and the supplier to benefit from wider customer exposure. There are exclusive and non-exclusive distribution contracts, which dictate whether the distributing party has the sole right to distribute a product to market.
Employment contracts cover all aspects of employment and help to formalise the employer-employee relationship. They specify agreements such as wages, job duties, bonuses and hours of work.
A franchise agreement is a contract that specifies the legal relationship between a franchisor and franchisee and is primarily used when an individual or group is looking to purchase a franchise from an established business. It will usually dictate the franchisor’s obligations in regards to performance criteria, fees, marketing, training and supply of products and services.
If you are seeking to enter a business partnership with another individual, you will first need to draft a partnership agreement. .This type of contract defines the conditions and agreed-upon terms of a business venture and will lay out the various responsibilities of each partner, as well as specify financial contributions.
A shareholder agreement is a contract that involves all shareholders of a business, and in effect, is fairly similar to a partnership agreement. It outlines the obligations and responsibilities of the business owners, as well as covers the structure, management and direction of a business. It is not uncommon that foreseeable issues which might arise during the course of the business are stipulated, as well as how these issues might be dealt with.
Of course, there are many types of contracts that might not have been covered in the list above. Contracts can be entirely specific to the business or simply formalise a verbal agreement. Therefore, it is important to seek the advice of an experienced contract lawyer to inform you whether the contract is appropriate for your particular needs or not.
Common contract breaches
Contract breaches occur when one of the parties fail to meet the contractual obligations that have been laid out. Our contract lawyers in Melbourne can provide specific advice about your situation in order to assist you, should a breach of contract occur.
Minor breaches – also referred to as a partial breach – occur when the terms of an agreement have only been partially satisfied by one of the parties. It’s common for this type of breach to be resolved between the parties.
Minor breaches often happen. An example of a minor breach is where one party does defective work on a building project or a supplier of goods does not keep their end of the agreement.
Material breaches are much more significant compared to minor breaches. Material breaches are determined by whether a key element of the contract has not been performed or delivered. The breach has to cause a significant or serious impact on the benefit that one of the parties would have received.
Due to the severity of this type of breach, it is not uncommon for the agreed-upon contract to be terminated. Furthermore, material breaches can also extend to legal action should one of the parties need financial compensation.
When one party in a contract notifies the other that they will not fulfil their obligations as stated in the contract, this is called an anticipatory breach. It can also occur when one party does not intend to fulfil the obligations laid out in the contract.
Actual Breach of Contract
Actual breach of contract simply refers to when one party has not fulfilled their part of the contract. It usually happens when goods have not been delivered or unsatisfactory work has been performed.
Contract Lawyers Melbourne – FAQ
What does a contract lawyer do?
Our contract lawyers in Melbourne are equipped to draft, review, interpret and negotiate contracts. Our main goal is to ensure that your rights are protected and the contract you are entering has all obligations clearly laid out so as not to create any disputes.
Is a draft contract legally binding?
While in certain situations draft contracts have the potential to be legally binding, a court will always take your unique circumstance into account before they rule one way or another. For this reason, having the help of a qualified contract lawyer can be hugely beneficial as they can provide you with specific advice suited to your situation.
Contact our contract lawyers in Melbourne to book a free initial consultation so that we can provide you with advice tailored to your situation.
Should I get a business contract lawyer to draft my contract?
It is not legally required that a lawyer be involved during the drafting of a contract, however, it is highly recommended. Most issues relating to contract disputes stem from the fact that one party did not know what they were entering into, or were inadequately informed of the specifications within the contract. Our contract lawyers in Melbourne see this happen all the time, and are able to assist you should any such dispute arise.
What should I do before entering into a contract?
First and foremost, ensure that you have read the contract carefully and are aware of what kind of agreement you are entering into. If you aren’t satisfied that the contract specifies what you thought it would, you are able to change or remove terms to ensure that it reflects what you had in mind.
Be aware that once signed, a contract is legally enforceable. It is incredibly hard to get out of an enforceable contract simply because you were not aware of the specifications or you changed your mind.
What’s the difference between a contract and an agreement?
Contracts are legally binding, whereas an agreement is not. When a contract is created, there is an intended obligation between two parties to either receive or fulfil a benefit or service. An agreement is described as an understanding between two parties that lacks the ability to be enforced and is generally not considered legally binding.
Where can I learn more about contract drafting basics?
A good place to start would be our blog post – Commercial contract drafting: back to basics.
Contract disputes have the potential to be incredibly frustrating, confusing and costly; book a free initial consultation with our contract lawyers in Melbourne to ensure you avoid any unnecessary complications.