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, so they can offer you specific, tailored advice that will mitigate any issues that might arise in your contract.

Many disputes arise from a lack of clarity in the contract or from one party's unwillingness or inability to fulfill their obligations. By ensuring that contracts are well-defined, we aim to reduce the risk of conflicts down the line.

Some contracts we can draft include:

Sales Agreement: Outlines the terms of sale between a buyer and a seller for goods or services.

Service Agreement: Defines the terms under which one party will provide services to another, including scope, payment, and duration.

Shareholder Agreement: Establishes the rights and obligations of shareholders in a corporation, including voting rights and dividend distribution.

Partnership Agreement: Details the relationship between business partners, including responsibilities, profit sharing, and dispute resolution.

Lease Agreement: Outlines the terms for renting commercial property, including rental terms, maintenance responsibilities, and duration.

Licence Agreement: Allows one party (the licensee) to use specific intellectual property or assets owned by another party (the licensor) under defined terms and conditions, including usage scope, payment details, and duration.

Loan Agreement and Security Documents: Between a lender and a borrower that outlines the terms and conditions of a loan, including the loan amount, interest rate, repayment schedule, and any collateral or security interests involved.

Non-Disclosure Agreement (NDA): Protects confidential information shared between parties, ensuring it is not disclosed to unauthorized third parties.

Distribution Agreement: Details the terms under which a manufacturer or supplier allows another party to distribute its products.

Joint Venture Agreement: Defines the terms of collaboration between two or more parties to achieve a specific business objective, including contributions and profit sharing.

All contracts are drafted with your business and your objectives in mind, let us formalise the relevant terms so you can focus on what matters.

Commercial leases generally are agreements between a lessor and a lessee that grant the lessee the right to use a property for business purposes. These contracts typically provide exclusive rights to the property for a specified duration, ensuring that the lessee can operate their business without interference. Given that a commercial lease can significantly influence the value and operations of a business, it’s crucial to have a well-drafted lease that aligns with your needs and goals.

The main difference between a general commercial lease and a retail lease lies in the specific regulations and conditions that govern them. While both types of leases allow businesses to occupy a space, a retail lease is specifically tailored for businesses that sell goods or services directly to consumers. Retail leases often include unique provisions related to signage, operating hours, and foot traffic, which are essential for retail operations. Understanding these distinctions is vital, and our legal team can guide you through the complexities of both commercial and retail leases to help you make informed decisions for your business.

We are able to review and provide advice on mortgage and loan documents, recognising the seriousness and complexity of these agreements. We will review each document to ensure you understand your obligations and the nature of the security being provided. Given the weight of these financial commitments, we prioritise clarity and transparency, offering certificates of advice when necessary. Our aim is to empower you with the knowledge needed to make informed decisions, protecting your interests every step of the way.

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Providing security in a mortgage agreement, particularly when dealing with a private lender, is a significant commitment that requires careful consideration. It is therefore crucial to fully understand the implications of providing security in these agreements and to seek professional legal advice to ensure that your interests are protected throughout the process

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.

Shareholder agreements are crucial because they outline the rights and responsibilities of shareholders, providing clarity on key issues such as decision-making processes, profit distribution, and dispute resolution.

By establishing a clear framework for how the company operates and how shareholders interact, these agreements help prevent misunderstandings and conflicts, ensuring smoother governance and protection of individual interests. This proactive approach is essential for maintaining a healthy business relationship among shareholders and for safeguarding the company’s long-term success.

We strongly recommend that you have a shareholder agreement drafted at the time the company is set up, or as soon as possible thereafter.

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.

Breaches of commercial contracts can manifest in various ways, including failure to deliver goods or services as specified, late payments or non-payment for delivered products, and not adhering to agreed-upon timelines or milestones.

Other examples include violations of confidentiality clauses, which can lead to the unauthorised disclosure of sensitive information, and failing to meet quality standards outlined in the contract. Additionally, breaches may occur when one party unilaterally changes the terms of the agreement without mutual consent or when a party fails to fulfill their obligations due to insolvency.

Each of these breaches can lead to significant financial and operational consequences for the affected party, making it essential to understand and enforce contractual obligations.

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.

Anticipatory breach occurs when one party informs the other of their intention not to fulfill their contractual obligations before the due date, signaling that they will not comply with the terms of the agreement. This can also happen when a party's actions or statements indicate that they do not intend to meet their obligations as specified in the contract, even if no formal notification has been given.

Recognising an anticipatory breach allows the non-breaching party to take proactive measures, such as seeking legal remedies or making alternative arrangements, rather than waiting for the breach to occur at the contract's completion. Understanding this concept is vital for businesses to protect their interests and mitigate potential losses.

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.