When parties sign a contract, they are making a law amongst themselves — once the contract is signed, they are bound by the terms of the contract as private law. The contractual relationship is a brilliant invention, because it allows two parties who don’t know each other to do business together with confidence that the terms of the contract can be enforced by a court.
Nothing is as simple as it seems, however — language is an inherently imprecise instrument, contracts must be interpreted, and each party tends to interpret the contract in a manner that benefits his or her own interests. In other cases, circumstances change and one party simply refuses to hold up his end of the bargain.
How a Contract Lawyer Can Help
There are three main ways that a contract lawyer can help your business succeed:
- By reviewing your contract before you sign it. Certain terms, such as “time is of the essence” are terms of art that have hidden meanings. More importantly, if the contract was drafted by the other side, their lawyer may have deliberately inserted hidden tricks that could result in unintended consequences.
- By helping you negotiate or litigate a contract that is already in dispute. Although some contract disputes are litigated in court, most are resolved through arbitration, mediation or negotiation.
“Jonathan represented myself and 6 partners with our employment contract. He was extremely thorough in his review. We were well prepared for our contract negotiations and, with Jon’s council, we achieved our goals.”
December 29, 2013
Some of My Practice Areas
- Business litigation
- Construction law and disputes
- Business formation
- Employment law and disputes
- Breach of contract
- Landlord/tenant disputes
Frequently Asked Questions (FAQs)
What is your approach to reviewing contracts?
When reviewing a contract, I like to imagine an attorney for the opposing party standing at my side, trying mightily to use ambiguities in the language I use to twist my words into something that I didn’t mean. I try to make sure the contract is worded so tightly that this imaginary attorney has nothing left to say.
Which is the better way to resolve a contract dispute once negotiations fail — courtroom litigation or arbitration?
Arbitration is usually quicker and easier. Unfortunately, most arbitration decisions cannot be appealed except for fraud or other obvious misconduct. If the contract being litigated contains an arbitration clause, a court might refuse to hear the case anyway.
Are oral contracts binding?
It depends. Although the Iowa Statute of Frauds invalidates certain types of oral contracts, such as contracts to purchase real estate, certain other types of contracts can be enforced even if they are oral. Nevertheless, it is best to put your contract in writing, because oral contracts can be difficult to prove.
What are some defenses against a breach of contract claim?
There are many possible defenses, including:
- The Statute of Frauds (the contract was oral but was required to be in writing)
- The contract was indefinite (essential terms were never agreed upon)
- You were fraudulently induced to enter the contract
- Breach by the other party
- Mutual mistake of facts
What is “force majeure”?
Force majeure is an unforeseeable event that renders the performance of one party to the contract impossible. Possible examples include:
- Earthquakes and other natural disasters
- New legislation that interferes with performance of the contract
- Strikes and lockouts
The Legal Solution vs. the Business Solution
One of the most common complaints that business owners raise against lawyers is that their solutions do not reflect the company’s business needs. “Take no prisoners” litigation, for example, might destroy a company’s relationship with an opposing party who the company would like to continue doing business with. I will work with you to hammer out a practical solution that takes into account your company’s real-life business needs.
Take Decisive Action
Anyone who has passed the bar exam can hang up a shingle and call themselves a lawyer. Not every lawyer, however, can back it up with the support of his peers in the legal profession:
- I am rated “Distinguished” in both 2016 and 2017 by Martindale-Hubbell, the world’s top lawyer directory.
- In 2017, I was named a Rising Star by Super Lawyers, an honor received by one in forty Iowa lawyers.
- I was rated 10/10 (“Superb”) in 2016 and 2017 by the Avvo legal rating service.
If you do business in the Cedar Rapids area (or anywhere in Eastern Iowa), or if your dispute or issue arose here, feel free to contact me online or call my office at (319) 774-6078 for an initial evaluation of your case.