Your Trusted Virginia Contract Attorney
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Buy and sell with intention
Buying and selling with intention can save time and resources while helping you avoid costly mistakes. A Virginia contract attorney can help engage customers and trading partners across the globe. The customer journey is different when buying products and services, but the functions are the same.
The basic functions are vendor selection, product selection, order placement, fulfillment, and payment.
Existing products typically have a spec sheet or attributes, so product selection is merely picking the desired or available widget.
You (or the selected vendor if you are the seller) can then receive the order, pick it off the shelf, throw the widget in the box, hand it off for delivery and run the credit card.
Naturally, the customer journey for services and specially made products are different. Our goal is to help you improve your journey when buying or selling services or specially made products.
A Virginia contract attorney can help you buy and sell with intention by using a written contract. Contracting with intention helps manage risk and set expectations. There is no better way to give and receive a great customer experience than to get it in writing.
Why is using a contract attorney so important?
Lewis Carol wrote in “Alice in Wonderland,” “If you don’t know where you want to go, then it doesn’t matter which path you take.” John Allen Waldrop has been a commercial lawyer for almost 30 years, and he has handled thousands of transactions. Our clients fall into two categories:
- those who use professionally written contracts; and
- those who wish they did.
Unfortunately, we know that some lessons in life and business can only be learned with pain. Regardless of where you are, a Virginia contract attorney can help.
why should all contract terms be in writing?
A key legal principle is “get it in writing”. The English Parliament established the writing requirement in 1677 in the “Act for the Prevention of Frauds and Perjuries,” which is better known as simply the “Statute of Frauds.” Many statutes have attempted to promote this principle in modern commerce, including the Article 2 of the Uniform Commercial Code (“UCC”).
For example, §2-201 says that deals involving the sale of goods with a value of $500 or more are unenforceable unless there is a signed written contract.
Legislators for centuries recognized that important contracts must be in writing. They have defined “important contracts” to include those involving real estate, personal guarantees, inheritance, and products with a value of at least $500. They have tried to guard against injustice that can occur from fading memories, missing witnesses, misunderstandings, fraud, or the rationalization of self-interest.
Do you know if your vendor or customer is a Gentlemen or Scoundrel?
There are still plenty of unscrupulous vendors that try to lure you into making an unconditional obligation to pay without a corresponding obligation to perform. Without a professionally written contract that favors the buyer, you bear more risk.
How do you avoid misunderstandings with trading partners?
Assuming that you pick an honest and ethical trading partner, the fact is that casual conversation and oral agreements are far more likely to lead to problems, than with a professionally written contract.
- Does the contract clearly articulate expectations?
- Are key terms properly defined?
Starting with a good template reduces the likelihood that you omit a material term, or that ambiguous language will lead to a misunderstanding.
Another reality is that Memories Fade
In business-to-business transactions, the best contract is one that goes in the drawer after it is signed and never looked at again. One of the wonderful things about B2B is that parties develop long-term mutually beneficial relationships over years of doing countless transactions. Everyone knows the rules and follows them to the best of their ability.
However, even in this nirvana, stuff happens like hurricanes, pandemics, global supply chain shortages, product defects, and vehicle crashes. That is when it may be necessary to pull out that written contract, which was signed years ago, and figure out what to do because nobody remembers or was even around when the contract went into the drawer. Well-written contracts are more likely to deliver solutions. Memories typically fade faster than ink.
Every Business Should Develop Their Own Legal Document Set
The Romans had a saying that still rings true today: “Caveat Emptor” meaning let the buyer beware. Vendors often are in a superior position in a transaction because it is what they do, and they have superior knowledge about all the aspects of the deal and what can go wrong. Therefore, most Vendors will develop a written contract for you to sign.
News Flash: written contracts from a vendor rarely contain many provisions that favor the buyer. Don’t hate the player, hate the game. If you are in the Vendor’s shoes, it is called prudence.
At Waldrop & Colvin, we help vendors draft standard sales contracts, terms and conditions, credit agreements, website terms of use, privacy policies, et cetera.
Our clients use them to manage their risk. Written contracts that we have drafted for current and former clients are used to transact over $10B per year. Some clients prefer their written contracts to be very one-sided. Others ask for a more balanced approach.
The reality is that vendors do not ask their attorneys to draft a sales contract that favors the buyer. If you are buying or selling, your business needs a solid contract attorney for analysis, advice and document preparation.
When do you need a virginia contract attorney?
When the stakes are high or the deal is complex or unique, it often pays to invest in hiring an experienced commercial lawyer to assist. Experienced lawyers have learned how to spot good deals from failure and can guide clients accordingly. Whether you present the seller with your contract or need to review third-party paper, an experienced contract attorney can deliver great value by customizing the contract to the deal or doing a redline of third-party paper to prepare for a negotiation.
For example:
- are the nature of the services routine, or are you designing a masterpiece?
- Are the functional requirements clearly defined?
Our contract attorneys often ask our clients, “What does success look like?” and ensure that the contract is structured to accomplish that objective.
Dr. Chester L. Karrass wrote a book entitled: In business as in life, you don’t get what you deserve, you get what you negotiate. Our experience has found this adage to be true. Negotiation is all about the satisfaction that we get from experience. It is not just about the product, place and time of delivery, or price.
Our Approach
Lengthy complex contracts that are written in legalese rarely find a place in modern business. At Waldrop & Colvin, we are known for drafting world class contracts that are clear, concise and narrowly tailored to fit your need. We go the extra mile to understand your business so that we protect what matters. We prefer to leave the latin to the ancient Romans.
Good contracts can protect clients from serious issues while maintaining a balanced approach on many issues. For many of our clients, this means developing and utilizing a good template to protect the business from the issues that matter to the client.
