California Contracts Legal Questions

Your question is pretty general, but I will do my best to answer it. The most important thing to do when reviewing a contract is just to be very thorough. It can me a good practice to make a checklist of the items that you know need to be in the contract so that you can make sure that nothing that is supposed to be in the contract is left out.  If you don't have experience reviewing contracts it can be difficult because you may not understand the need for or meaning of certain provisions. If you are entering into contracts that involve or potentially involve significant business or large sums of money I would certainly recommend that you have an attorney review them. Thanks,Jon... Read More

It is very unlikely that such a clause is enforceable.  First off, the Choice of Law Question: The proper choice-of-law approach, is for court first to determine either: (1) whether state chosen under contract has substantial relationship to parties or their transaction, or (2) whether there is any other reasonable basis for parties' choice of law. If neither test is met, that is end of inquiry, and court need not enforce parties' choice of law. If, however, either test is met, court must next determine whether chosen state's law is contrary to fundamental policy of California. If there is no conflict, court shall enforce parties' choice of law. If, however, there is conflict with California law, court must determine whether California has materially greater interest than chosen state in determination of particular issue. If California has materially greater interest, choice of law shall not be enforced, for obvious reason that in such circumstances the court will decline to enforce law contrary to California's fundamental policy. Second, the Non Compete Clause: Business and Professions Code section 16600 provides that every contract by which anyone is restrained from engaging in a lawful profession, trade, or business of any kind is to that extent void. The exceptions are permit broad covenants not to compete in two narrow situations: where a person sells the goodwill of a business, and where a partner agrees not to compete in anticipation of dissolution of a partnership. The latter sections reinforce the conclusion that covenants not to compete in contracts other than for sale of goodwill or dissolution of partnership are void. I hope this helps. Mitch Abdallah... Read More

Retainer agreements are required by the California State Bar when the amount is $1,000 or more. The provisions are typically standard, though they can vary greatly. If you still do not feel comfortable about signing the retainer, by all means have another lawyer take a look at it for your piece of mind. Mitch abdallah Abdallah Law Group, P.C. (916) 446-1974... Read More

While you originally had no obligation to repay your ex-wife's father for his gift, you undertook one in exchange for your ex-wife's agreement to sign the divorce papers.  It is possible that this agreement could have been considered void due to duress (unlikely since your ex-wife probably had no legal obligation to sign the papers, and if she did have such an obligation you could have enforced it in court rather than agreeing to her terms), or perhaps indefinitiveness (because it doesn't set forth a payment schedule), but rather than seek to have it set aside you have been performing under it.  Your chances of setting the agreement aside, slim in the first place, get worse every day you do nothing about it.  At this point, you're probably stuck with the agreement, but if you want to try to have it voided in Court, do so ASAP.  At any rate, you can stop payment on the check if it isn't cashed in 30 days, but I don't see how that helps you, since I would bet that your ex-wife's father is looking for an excuse to sue you.  As far as the amount, I"m not sure how a court would set the monthly amount you're supposed to pay (which is why I suggested the contract could be considered insufficiently definite to be enforced), but at this point it will probably set that amount by the amount you were paying.  The most important evidence of a contract's meaning is the meaning the parties give it by performing.... Read More

It is theoretically possible that, given your perhaps shocked state after the accident and the relationship of trust you enjoyed with your friend, you could succeed in voiding the agreement based on either undue influence or lack of capacity.  However, be careful what you wish for - if that contract is voided, you could wind up being liable for more than 80% of the cost, since you have just admitted that the accident was caused by your unsafe driving. Don't either of you have automobile insurance for your own cars?  These policies should cover at least part of the damages from the accident.  Have you made claims to your own insurance companies?... Read More

I don't see any conflict.  Not only does the non-competition clause not prohibit competition after the employment terminates (so that its survival is irrelevant), but if it did it would probably violate California law.  See California Business and Professions Code Section 16600 et seq. In a more general sense, Courts will always strive to construe contractual clauses so that they do not conflict.  If a conflict is unavoidable, there are various rules of construction which Courts use to determine which clause takes precedence (e.g. handwritten clauses supercede printed ones, etc.)  If none of these rules of construction solve the problem, a hearing would probably be necessary to determine the parties' intent.... Read More

Our office may be able to help.  However, in order to analyse the opportunity to file suit, it would be helpful for us to review the written contracts, emails, and other pertinent documentation between yourself, amazon and the publisher.  Please be in touch if you would like to  would like to pursue this matter further.    ... Read More

Contracts require consideration to be enforceable, but you did receive consideration - you kept your job for another 2 weeks.  However, while most states view restrictive covenants in employment situations very skeptically, California goes even further, and has made such restrictive covenants unenforceable unless trade secrets are involved or the party being restricted was a seller of the business seeking to restrict him or her.  In fact, it can even be considered an unfair trade practice for a California employer to try to ienforce a restrictive covenant against a former employee.  You should look at California Business and Professions Code Sections 16600, 16601, and 16602.... Read More

If I understand you correctly, the contract states a deposit amount and then a monthly amount, which you are to be paid for the succeeding 12 months, and your question is whether the contract is too indefinite to be enforced because the arithmetic to set forth the total amount was not included in the written agreement.  While I am not familiar with California law specifically, if this is the only issue with the contract, I don't see it as an issue.  There are many contracts like this.  When you rent a car, for example, the contract provides that you will pay a certain amount per day.  The same when you stay at a hotel.  When you hire a catering  hall for an affair, you agree to pay a certain amount per guest (with a guaranteed minimum.)  Employment agreements may provide for a certain amount of compensation per hour, or even by work done (i.e. $20 for every bushel of lemons picked.)  The terms are clear.  If you agree to pay $100 per plate and you have 100 guests, you owe $10,000; if you have 120 guests, you owe $12,000.  If you agree to work for someone for $10 an hour, and you work 10 hours, you are owed $100.  There is no need to do the multiplication in the contract itself. ... Read More

I can help you.  I charge a flat fee of $195 to review contracts under 10 pages.  It is $15 per page there after.  This will include a written report explaining the entire contract.  I can perform this completely with the use of e-mail.  I accept check or credit card.  E-mail the contract and I will take a look. Let me know, Codi D. attorney at law... Read More

Based on the facts you have mentioned it does sound like you have a valid lawsuit against this company.  Your damages would include your consequential damages.  This would include all costs associated with dealing with the breach. ALso, if there is a showing of bad faith punitive damages Might be available as well.  There are ways to determine whether the company is capable of paying judgment yet this is much to complex to explain in this letter.  Also, I would need to know what is the structure of the business and where  the company is located.  If you have good documentation that clearly states you were guaranteed the loan AND there has been no reason on your part for the company to deny the loan, it is possible to find an attorney who will take on this challenge.  I can assist you in this matter by reviewing your documents and determining exactly what your rights will be in this dispute.  The first step is to determine exactly your legal options.  You must act quickly to prevent the company from fleeing the jurisdiction or lapse of statute of limitation.  I invite you to contact me for a complimentary telephone consultation.    Best Regards Codi M. Dada, Attorney at Law... Read More

What do you mean by "an optional contract?"  Does the contract provide that you can cancel it if you don't get the anticipated financing?  Does it provide that you have the right to cancel within a certain period of time?  If not, you are probably bound by the contract, although there are certain types of contracts which, by statute, you would have the right to cancel if you did so within a short period of time (often three days).  I don't know if there is any such statute covering the purchase of a car in California. Although you may be liable on the contract, you may not be liable for the full purchase price.  This depends on whether the dealership can sell the car, and whether it is what is known as a "lost volume seller."  If it sells the car (the dealership will try because it is under an obligation to try to reduce its damages), the amount you owe would be deducted from the amount it got from the subsequent purchaser (less some expenses, perhaps).  If, however, the dealership would have sold another car to the person who buys yours, had that person not buy yours, then the purchase price it receives will not be deducted from what you owe.  Probably the best example of this is a  hotel.  If you don't show up for a hotel reservation, and the hotel is able to fill your room, you will still be liable for the amount of the reservation, because the hotel would have been able to fit the new guest into another room if it hadn't given the guest the room you reserved.  If, however, the room  you reserved was the only vacant room in the hotel, you would only be liable for the difference between the amount you had promised to pay and the amount the new guest paid, because the hotel woudl not have been able to accomodate the guest and make that money had you filled your reservation.... Read More

A contract is an agreement, nothing more or less.  Its existence and terms depend on the intent of the parties.  Most contracts do not have to be in writing to be enforceable.  If you had an agreement to loan him the 5k, you can't unilaterally change the agreement after he took the money.  However, if the parties did not intend for there to be an agreement until they had signed a written contract, then there was none until then, and he would be required to return your money.  In this situation, it is likely that he would take the position that you had an agreement, while you would take the position that you didn't intend for there to be any agreement until you had a signed writing.  It is possible (based on the few facts you've articulated) that a Court could come down either way, depending on how credible you each are, whether there are any disinterested witnesses and what they say, and whether there is any documentary evidence to support either side.   Incidentally, the written contract you proposed is illegal, as 20% per month interest (240% annually) goes well beyond the maximum interest rate allowed by law.  I don't know the maximum interest rate allowed under California law, but in New York the maximum interest rate you can charge an individual is 16% annually, while the maximum interest rate you can charge a corporation is 24% annually.  California might be different, but I'm confident that it isn't different enough that you can charge 240% per year.... Read More

I'm not sure what you mean by "rewrite", but if your neighbor has a valid contracthe can only change it with the consent of the other contracting party or parties.  Depending on what type of contract it is (there are some statutes that give people the right to back out of certain contracts within a short period of time) and what the contract provides, however, he may be able to terminate the contract and then try to renegotiate better terms.... Read More