I oftentimes talk with existing clients about how important it is to be proactive in making business decisions. You would be surprised how many people come to my office AFTER having signed a contract (many worth hundreds of thousands of dollars) and say: “I just signed this contract. I have concerns about X, Y, or Z. Will you look at it for me?” My first response is: “If you had concerns, why didn’t you come to me or someone else BEFORE you signed the contract.” It is very important when you are entering into a contract to have an attorney review the contract, and discuss with you your legal rights and responsibilities. People often ignore certain “standard” parts of a contract or often feel that they have no ability to negotiate the terms of a contract.
Many terms of a contract are negotiable, and oftentimes, negotiating certain terms of a contract end up benefiting both parties in the end. I have reviewed several contracts where the person presenting the contract to my client used a form from someone else (i.e. no one had consulted an attorney), and didn’t realize there was an agreement that if a lawsuit was brought, venue was in an inconvenient location where neither party would want to litigate. Speaking with an attorney prior to signing a contract can also lead to possible different ways to achieve the same intent of the contract, without as much risk involved.
It also gives you the chance to talk with someone experienced who can advise you on what is in your best interest. I have often heard the phrase: “You can’t make a good deal with a bad person.” I am often surprised when someone (who has already signed a contract with a “bad” person) knew that person had failed to fulfill their obligations to previous parties. Most people would seek the advice of a doctor when making a significant medial decision. It is axiomatic that having the benefit of legal advice when entering into a contract where one is obligated to perform is almost necessary to protect one’s person and business interests.
In a recent case out of the 5th District Court of Appeal, Blue Earth Solutions v. Florida Consolidated Properties, LLC, 113 So.3d 991 (5th DCA 2013) the appellate court noted the case was “a classic example of what often occurs when parties attempt to consummate a complex business transaction without the benefit of legal representation. What makes this case especially remarkable is that this business transaction involved almost half a million dollars. Within twenty days after the so-called closing of the sale of business assets, the entire transaction unraveled, culminating in legal proceedings.” Having the advice and counsel of an attorney can help you avoid those situations and make the best possible decisions for you and your business.