Contract Review & Drafting

Contracts establish the crucial legal relationships that are a foundation of all businesses. While contracts generally cover the commercial terms of an agreement between parties (e.g., price, quantity, length of term, etc.) they may also include clauses that set out conditions on which the contract can be terminated, steps to be taken if a dispute between the parties arises, and how the risk in the transactions under the contract are to be shared (or otherwise) between the parties. We think contracts are often drafted with unnecessarily complicated or technical legal language. This results in confusion or uncertainty for the parties in understanding their rights or obligations under those contracts. Often, we are provided contracts that contain superfluous clauses that cover issues already regulated by law. We also frequently see contracts with warranties and indemnities that impose all risk on one of the party where such a unilateral assignment of risk is unreasonable for the type of agreement in question. When the lawyers have to negotiate back and forth over such unnecessary (or unnecessarily onerous) clauses, the parties inevitably incur unnecessary extra legal costs. While some technical legal language is, at times, necessary for some contracts, we draft our legal documents in plain language with concise terms that accurately reflect the agreement of the parties while anticipating potential future circumstances that may arise.