Under California law, mutual agreement or assent is a necessary element of contract formation. That is, without an agreement, there can be no contract. Under case law and under the California Civil Code, assent may be "manifested" by written or spoken words or by conduct. This is one reason that most contracts are signed.

Non-disparagement clauses in business-to-business contracts have become more and more common. Where a contract is subject to back-and-forth negotiation, non-disparagement clauses are enforceable and important. These clauses are typical in business purchase/merger agreements, shareholder agreements, commercial and office leases and, increasingly, in vendor and supplier contracts.

The corporate shield that protects your personal and family assets is the most important advantage of forming a corporate entity through which to operate your San Diego business. When formed, a corporation or a limited liability company ("LLC") legally becomes a separate entity with its own rights and ability to enter into contracts.

More Problems With Off-the-Internet Form Contracts: Revisions Affect Validity and Proof Using off-the-internet form contacts is dangerous, particularly if you are running a business. It is essential to retain an experienced San Diego corporate attorney who can ensure that your business contracts are validly formed and enforceable by the [...]

There are many benefits to allowing assignability in many circumstances. So there is no reason to always say "no" to allowing assignment. However, there are legal and practical issues to consider and you should seek advice and guidance from an experienced San Diego corporate attorney. Here are some of the considerations.

In part one of this series, we discussed pitfalls and problems with respect to backdating a contract among sophisticated parties. With sophisticated business parties and where the contract has been negotiated, backdating can be "okay," but there are pitfalls to avoid.

There are some circumstances in which parties to a contract want to use a date on a business contract that is prior to the date that the contract is actually signed. This is the general meaning of "backdating a contract." As between sophisticated business parties and when the issue of the contract date is fully negotiated, backdating is not illegal.

The Federal Drug Administration ("FDA") joined a growing list of federal and state agencies that are intending to punish companies and businesses that pay social media influencers without fully disclosing the relationship and the payments.

With longer business contracts, there is a potential for conflict between the provisions in the contract. Indeed, the more provisions and the more pages, the more likely there may be a conflict among the provisions in the contract. This is the reason that it is important to retain an experienced San Diego corporate attorney to review and customize your business contracts.

One of the most important reasons to use written contracts for your San Diego business is the ability to use the contract to help eliminate risks in the event of breach. Generally speaking, the measure of damages for breach of contract here in the Golden State is "benefit of the bargain."

Under California law, the simple answer is, “Yes, you can have a perpetual contract.” The more complicated answer is, "Yes, if that is what the parties agree to and they express that intent unambiguously in the contract." An experienced San Diego corporate attorney can help draft your business contracts to reflect what you and your contracting partners want with respect to termination.

San Diego Business Contracts: Using Insurance Clauses can Help Avoid Litigation and Reduce Costs/Risks The main function of business contracts is to set out the mutually-agreed obligations of the parties. Business contracts can also be used for secondary and tertiary purposes including reducing the likelihood of litigation and the [...]