This is the next post in a series of articles discussing contract negotiation, drafting and review in Olympia or Tacoma, Washington. The previous post addressed common risk-sharing contractual provisions. The presence of these clauses can be invaluable to protect the contracting parties’ respective interests. This article will address a common thread throughout this series – the important role played by contract attorneys in drafting, reviewing and negotiating business agreements. If you need assistance in a contractual matter, contact our office today to speak with a lawyer.
We have previously discussed the vital role contacts play in various business dealings. Contracting parties often benefit from having a written contract in place to memorialize the business arrangement. Given the financial commitments, performance obligations and potential liabilities involved in commercial transactions, companies should engage knowledgeable counsel to assist with the contracting process. Because the contract will act as the written record of the business agreement, it is important to contact an attorney as early as possible. An attorney will gather information about the business objectives and the project itself and then clearly memorialize the rights and obligations of the parties. In addition, the lawyer will identify and discuss risk areas that client may not have considered. An experienced attorney will probably also inform the contracting party about concerns specific to the type of project related to risk sharing, enforceability or applicable legal requirements beyond those known to the parties. This can prevent nasty surprises later.
For example, an attorney is retained to prepare a form sales contract to be used by the company for all future product sales. The form will act as a starting point for the customer purchase negotiations. Depending upon the type of products being sold, the selling party may wish to limit its potential liability in its sales contract. The attorney may recommend the inclusion of various terms to accomplish this objective and would draft the language so that it is consistent with applicable state laws. One such clause may include a disclaimer of certain express or implied warranties. Washington, like most states, has laws that imply certain warranty provisions if they are not specifically disclaimed in a written agreement. Such disclaimers must include required language and be conspicuously highlighted in an agreement. An attorney with expertise in contract law will be aware of these requirements and prepare the contract accordingly. A failure to do so may result in unforeseen warranty liabilities for the client in the future. If incorrectly written in a widely used form agreement, the liabilities may be significant.
Our firm has extensive experience in contract drafting and negotiation. If you need assistance, contact our office today to speak with an Olympia contract lawyer. The firm also services the Thurston County cities of Lacey, Tumwater, and Yelm, the Pierce County cities of Tacoma, Puyallup, and Lakewood, the Lewis County cities of Centralia, and Chehalis, the King County cities of Seattle, Auburn, Bellevue, Burien, and Federal Way, as well as other areas in Washington, including Grays Harbor, Mason, Cowlitz, and Pacific Counties.