Josh Andrews of Gatehouse Law returned to Forge to teach his third Lunch & Learn focusing on the relationship between small business and legal. This time he focused on contracts and how we can enforce them- even if they aren’t signed!
Let’s start with the basics. What exactly is a contract?
A contract is how we define business- even if we don’t realize it! It’s an agreement between two parties where the obligations are enforceable by law. Don’t forget: oral contracts are real.
4 Elements of a Contract:
- Offer
- Acceptance
- Meeting of the Minds
- Consideration
A contract does not have to be in writing. Repeat: it does not have to be in writing!
There must be competence of the parties– this means the person cannot be in a coma and they also can’t be a child. They must be legally able to enter into a contract and capable of understanding the contract.
Also there must be legal purpose- you obviously can’t enter into a contract to do an illegal thing.
Main idea: if you have an agreement with another party that lasts for more than a fleeting moment in time, you should put your terms in writing!
The things that continue after the point of sale are where your liabilities lie. Contracts are there to protect you!
Contracts can do a few things:
- Limit the liability of your business
- Protect your business for growth
- Give your business the appearance of “having it together”
- Make your business look bigger than it actually is
Make sure your payment terms are crystal clear! “If you don’t pay me, I’ll charge you interest or late fees…and chase you down for collection fees.”
Another main idea: People expect legal. Legal should protect your business for growth, not hinder your business from it.
Acceptance of a contract doesn’t necessarily require a signature! No signature, no problem. You let your customer know how they accept the contract. It may be clicking a box on a website, downloading a PDF, paying for a product, etc. Just make sure you track it! Always track the action that you told the customer is the “acceptance” for your business.
One last thing: Your customer’s numbness to online contracts is not a license to be unfair. We’ve all ‘accepted’ the iTunes terms (or something similar) without reading it all! This doesn’t give you the right to be unfair to your customers.
Gatehouse Law helps small businesses. Check them out!
