Contracts

Jarvis Law Firm PC would be happy to write, review or update your business’s contracts. We have experience writing sales contracts, sale of a business, construction contracts for new home builds and renovations, change orders, commercial and residential leases, real estate sales contracts, equipment leases, loan documents including promissory notes, personal guarantees, and security agreements.

A well-written contract can prevent problems before they arise and can simplify resolutions to issues when they occur. While a contract may be enforceable if it is as simple as identifying a thing and a price, Jarvis Law Firm PC can assist you in making sure that your contract is tailored to your specific needs. It is best practice to specifically identifying the parties and where and how they may be found, the obligations of each party, relevant dates such as the date the contract is effective, date performance of the contract must begin and be completed, what qualifies as breach and what are the consequences of a partial breach or a total breach, under what circumstances either party may be able to modify or terminate the contract and how to do so, whether arbitration is required for resolution to contract breach or in what jurisdiction a suit must be brought, and under what state’s law the contract will be interpreted or enforced.

Under Alabama law, most breaches of contract do not automatically trigger the party in breach to be required to pay your expenses of enforcement. By including specific language, we can help protect you when a breach occurs by providing that the other contracting party must pay your expenses for enforcement including your attorney fees.

When you contract with a small business that is a legal entity such as a corporation or an LLC, it’s best practice to obtain a personal guarantee from the owners of that business. This can be done a number of different ways. The owners of the contract may simply be added as parties to the contract in addition to the business. Personal guarantees may be a term in the contract itself with an additional signature line for the guarantor. The personal guarantee may be a separate document that references and applies to a number of different contracts and other documents that are part of a larger transaction such as the sale or lease of a piece of real estate or sale of a business.

In Alabama, arbitration clauses are generally enforced. Arbitration is a form of alternative dispute resolution where instead of deciding a case in a court room with a judge, the parties instead agree to subject themselves to a decision made by one or more arbiters. Arbiters are usually lawyers or retired judges who will hear evidence and decide the case. The upside of arbitration is that cases can usually be decided more quickly than going through the court system because arbitrations rules usually make trial preparation less formal, and the use of arbiters offers greater flexibility in scheduling that a judge in a court would normally be capable. The downside of arbitration is that it is expensive, because the arbiter or arbiters must be paid by the hour and that cost is generally split between the parties. Some arbitration has rules formalized through organizations that provide the arbiters themselves and rules of procedure. Other arbitration is informal, and the procedure is fully determined at the discretion of the arbiter.

Seller financing occurs when the Seller agrees to accept less than all of the purchase price at the time of closing. Seller financing is common in several types of transactions. Most sales of businesses include all or a portion of seller financing in the total payment structure. Some commercial real estate transactions may be seller financed. Residential real estate transactions are often seller financed, especially if the sale occurs within the same family. Even the sale of a boat or car can be seller financed.

When parties agree to seller financing, it is critical for the seller’s protection that the financing arrangements by properly drafted and signed by the buyer. Typically, this includes in one or separate documents a promissory note, a security agreement and a personal guarantee if the buyer is a business entity.

Jarvis Law Firm PC would be happy to discuss your contract needs whether those be reviewing or updating an existing contract or drafting a new one from scratch. Whether your needs include a sales contract, the contract for the sale of a business, construction contracts, real property leases, real estate sales contracts, equipment leases, loan documents including promissory notes, personal guarantees, and security agreements, we can probably help. Give us a call for a free initial consultation.