Not Concluding Contracts
In their (understandable) eagerness to get on with the business of making money many people go into deals with their customers or suppliers without properly concluding a contract where all the necessary terms of the deal are clear. This can range from “battle of the forms” type situations where both parties have exchanged their standard terms and conditions, often by email and often without other party reading them, or where they have simply agreed to do something and then only later have received terms and conditions (eg: printed on the back of a receipt or acknowledgment of an order). Sometimes the terms of the agreement have to be gleaned from examining long chains of email correspondence going back months and months. And sometimes there simply have been no written terms and conditions exchanged, even in some very big deals – I once advised in case where almost £300,000 worth of custom made machinery had been ordered without any written terms being agreed! The absence of a written document entitled “Contract” or “Terms and Conditions” does not mean there is no contract between the parties as contracts do not need to be in writing (unless it is for the sale of land) and so in the event of a dispute it can be the devil’s own job to work out who was supposed to do what and when and for how much. And guess who benefits from these sort of disputes where there is uncertainty? Yes. It is us lawyers, because business people end up having to pay us lots and lots of money to try and sort it all out.
This time consuming, stressful and expensive problem can easily be avoided by following some simple rules whenever you are tying up a deal and I am happy to advise about how to go about this.
