NBD & Contract Law

Last summer the band I am in OE-2-KB (“Old Enough-2-Know Better”) played an outdoor venue on the St. Johns River.  We were worried about rain, but that was not the problem.  We just happened to be there the one night a million blind mosquitoes hatched.  It was no big deal—or in text-speak “NBD”—except we could not continue playing.  The blind mosquitoes did not bite, but I had a page of my music stuck together with dead bug bodies.  We had bugs in our music, in our mouths, and in our instruments.  Similarly, in an agreement between friends, what seems like NBD, can become a bigger deal than expected. It is no big deal…until it is.   You do not go into business with someone you think you are going to have to sue, but misunderstanding is a quick remedy to friendship, especially with a spoken contract.  If you are doing business with someone, go ahead and write it down.  Then you both have a record to refer back to, and specified remedies if there is a breach of contract. Contracts take the mystery out of a situation.  They specify an action for every event.  In other words, they are made to […] Read More

What Makes a Contract?

A contract requires four things: 1. Offer 2. Acceptance 3. Consideration 4. Legality (do not make a contract to do something illegal) A lot of spoken contracts are valid; however, in Florida certain contacts have to be written down, including: * Real Estate * Marriage * Contracts that cannot be fulfilled in on year * Sales over $500 The problems with spoken contracts are knowledge of the terms and proof that it exists.  In some cases, if you have five documents of communication about the agreement, then you can find a written contract within them.  However, though you may be able thus to prove that a deal exists, you may not know what the terms are. You do not go into business with someone you think you are going to have to sue, but misunderstanding is a quick remedy to friendship, especially with a spoken contract.  If you are doing business with someone, go ahead and write it down.  Then you both have a record to refer back to, and specified remedies if there is a breach of contract. Keep your friends close and your friends-you-have-contracts-with even closer! Read More

Avoid De Minimis Benefit in Contracts

How is your Latin?  Any better with legal terms?  If you fail to grasp the meaning of a contract you sign, you may be deficient in more than vocabulary.  Words mean things.  And contracts help enforce them. “De minimis non curat lex” – the law does not concern itself with trifling matters.  Whether or not you read the mouse-print of an agreement it could walk all over you.  The big print giveth and the small print taketh away. If you do not understand the terms of a contract, have an attorney read it over your shoulder.  Make sure you are getting what you think you are getting, and that you understand the consequences if the contract is broken.  Otherwise, you could wind up with de minimis benefit and de maximis loss. Read More