What Do Contract Attorneys Do?

A contract is a legally binding agreement between two or more parties. It may be written or oral. However, most contracts must be in writing and signed to be legally binding. There are generally three items that must be included for a contract to be legally enforceable. These include:

• Mutual assent, or agreement, to the contract terms
• Valid offer and acceptance
• Consideration

A contract provides the infrastructure for business and personal matters. It may be very simple or complex. Common examples of contracts include real estate purchases or rental contracts, employment contracts, and insurance contracts. 

For contracts to be enforceable, they must be entered into under free will from both parties. There must be no duress or pressure to engage in the contract. Duress occurs when a party feels that something negative will happen if they don’t sign the contract.

Before a contract can be drafted, or written, an agreement between both parties is usually outlined. The outline considers the needs of the individuals or entities to determine the roles and obligations of all parties involved. This initial agreement allows everyone to have a clear understanding of their contractual duties and legal commitments to one another. 

Contracts may be written by anyone, but it is best to consult an attorney to draft a contract, especially in situations where an agreement is particularly complex. 

For example, an agreement to purchase health insurance may include many different aspects, such as what types of health care are covered and the cost of the policy. There will be numerous definitions associated with the wording of this kind of contract. Because of its complexity, it should be carefully written and reviewed by an attorney.

A contract should contain a section that spells out whether it can be canceled and how to cancel it. A contract should also identify what happens if it is breached, and outline any penalties associated with such a breach. In this manner, the roles and responsibilities of the parties involved in the contract are fully defined. 

A legally binding contract has specific elements that uphold its validity. Some contracts must be in writing, especially when goods or services are exchanged for an amount above $500. Contracts cannot be written for illegal purposes, such as to commit a crime. Requirements of a legal contract include:

• An offer
• An acceptance of the offer
• A promise to perform
• A consideration of value
• A date, time window, or event when the performance must be completed
• Terms and conditions associated with the performance 
• Performance

During the offer and acceptance period of the contract, two or more parties strike an agreement. This occurs when one party offers something of value in exchange for consideration. 

There is an initial agreement between parties, and the signing of the contract occurs. Signatures on the contract are normally provided as evidence that the parties have agreed to the document’s terms. Until the contract is signed, there is no valid agreement. Changes to an offer may be made up to the time of final signature. 

To validate a contract, consideration must be provided. Consideration may include something of value in exchange for a benefit. It can include money or property, or another item determined to have value. 

One other requirement of contracts is that all parties must be legally competent. Individuals who cannot enter into contracts include minors or the mentally impaired. A party must be of sound mind and not under the influence of alcohol or drugs at the time of the contract. As mentioned above, parties must be free from duress. 

A contract can be deemed void if there is mental incompetence, duress, or fraud found with regards to one or more parties.

What do contract attorneys do? During the initial creation of a contract, they can ensure that it meets the legal requirements to be valid. There are a number of legal terms related to a contract to be aware of. Essential terms include the ones listed below.

Negotiation

The negotiation of a contract involves the pre-agreement between two or more parties. Prior to the contract being drafted, participants will often engage in a conversation to determine the initial outline of the contract, what goods or services will be exchanged, and what the cost of the subject of the contract will be.

Offer

An offer represents the initial terms of an agreement that one party proposes. The other parties may offer a counter-proposal once they have reviewed the terms of the offer.

Consideration

Consideration is the value exchanged under the terms of a contractual agreement. This may be money, goods, or a service. It may also be the promise to do or not to do something.

Acceptance

The acceptance portion of a contract occurs when there is a formal approval of the deal and its terms. Generally, this requires the signatures of all parties involved.

Breach

A breach occurs when one or more of the parties to a contract do not fulfill their duties or commitments as spelled out in the agreement. 

What do contract attorneys do? When a contract attorney is drafting or assisting in the enforcement of a contract, they must ensure that it complies with the Statute of Frauds. The Statute of Frauds is a body of laws that identify what types of activities or agreements need to have written contracts in order to be enforceable and valid. It is governed by the Universal Commercial Code (UCC). 

If a contract is governed by the Statute of Frauds, it must comply with the rules or else it may not be held up as lawful in court. The rules governing the Statute of Frauds may vary from state to state, but they generally follow the same guidelines set out by the UCC. Types of contracts that must comply with the Statute of Frauds include:

• Contracts involving the sale of land
• Agreements that have value above $500
• A contract where one person agrees to pay the debts of another
• An agreement where performance cannot be completed within one year of the origination of the contract
• A contract involving the consideration of marriage
• Agreements where the executor of the estate agrees to personally pay off the debts of the estate

Contracts that fall under the Statute of Frauds must be properly drafted and completed in order to be legally enforceable. 

Generally, contract attorneys fall into two different categories. 

They may actually write contracts and help the parties involved to come to a specific agreement. Those who design a contract must consider all aspects of the document and create a legally enforceable agreement. The agreement must create specific roles and duties for all parties of the contract to follow. 

Contract attorneys are charged with considering all the “what if” scenarios that could occur as a result of the contract itself. They must understand what issues might prevent a contract from being upheld and develop safeguards to protect their clients. They may need to work alongside other attorneys who represent additional parties to the agreement, so they must be skilled negotiators.

Other contract attorneys focus on helping clients whose contracts have been breached by another party. These types of contract attorneys review agreements to determine what the contract initially intended. Their responsibility is to identify what part of the agreement has been broken. 

They regularly assist clients in contract litigation that may end up in court.

A contract attorney can assist you with developing a valid, enforceable contract between yourself and one or more parties. They can ensure that your agreement meets the definition of a contract and sets out the roles of each party in the intended arrangement. 

If you already have a contract in place but the opposing party is not fulfilling their duties or has breached the agreement, you may need a contract attorney to assist you. The attorney can help you reinforce your contract with the individuals or entities. If no resolution can be achieved, your attorney can bring the case to court. 

If you need help designing, reinforcing, or recovering from a breached contract, contact Morgan & Morgan for assistance. We offer free case consultations with experienced and knowledgeable attorneys in the field of contract law.