The Law Offices of Andrew Dressel LLC’s experienced team of attorneys counsel clients in New Jersey and beyond on a wide range of issues related to contracts. We negotiate, draft, and review everything from routine contracts to the agreements underpinning complex business transactions like multi-million dollar mergers and acquisitions.
We are dedicated to helping clients achieve their business and personal objectives effectively and efficiently, and we strive to smooth the path forward when a transactional matter gets tricky. We pride ourselves on our ability to negotiate and craft agreements that minimize legal risk while clearing the way for growth and innovation.
Why Work with a Contracts and Transactions Attorney?
Every business transaction, and many personal undertakings, involve some type of contract. But most people do not have the time to painstakingly review each contract they are presented with, and may not be able to decipher the often confusing legal language many contracts include—even if they themselves negotiated the deal the contract formalizes.
- Working with a contracts and transactions attorney is a way to outsource this tedious task to someone who can help ensure a contract includes only the agreed-upon terms and protects the legal rights of the parties involved.
- If a deal is at risk of falling apart, a transactions lawyer can help negotiate an agreement that all the parties are satisfied with. Or may be able to suggest alternative terms that the parties had not previously considered.
The Law Offices of Andrew Dressel LLC is a solutions-focused law firm whose attorneys take the time to truly understand our clients’ business goals and explain how various legal issues may impact them.
We negotiate terms that help minimize legal risk, draft clear contract language, and review documents presented by the other side to identify hidden traps. We also try to anticipate problems that may arise in the future so we can head them off or properly address them should they occur.
Our experienced attorney handle all sorts of contracts, including:
Business contracts
- Articles of Incorporation
- Bylaws
- Operating agreements
- Partnership agreements and partnership dissolution agreements
- Purchase and sale contracts
- Complex merger and acquisition agreements
- Shareholder agreements
- Buy-sell agreements
- Franchise agreements
- Operating agreements
- Indemnity agreements
- Purchase orders
- Property or equipment leases
Employment contracts
- Severance agreements
- Non-compete agreements
- Non-disclosure agreements
- Agreements with independent contractors
- Commission agreements
Financial contracts
- Borrowing, lending & credit arrangements
- Promissory notes
- Bills of sale
- Purchase orders
- Agreements concerning cryptocurrency
A growing number of these contracts are so-called “smart contracts.” These contracts, which live on the blockchain, are coded so that certain actions are automatically taken when agreed-upon conditions are met. The automated terms of these contracts must be carefully drafted to ensure they accurately reflect the desires of the parties, which takes legal and technical know-how.
Our Contract and Transactions Services
Those in New Jersey’s cryptocurrency, pharmaceutical, financial, construction, and energy industries have come to rely on The Law Offices of Andrew Dressel LLC’s counsel when contracts need to be negotiated, drafted, or reviewed to ensure a transaction proceeds as planned.
Contract Negotiation
Whether our help is needed when the essential components of a deal are being debated, or we are only tasked with fine-tuning an agreement to ensure the i’s are dotted and the t’s are crossed, the The Law Offices of Andrew Dressel LLC team is ready to assist with even the most complex negotiations.
While our clients have the big-picture vision to hammer out an agreement, we often follow up with the other side to ensure there is a consensus on:
- Duties and obligations of each party
- Rights to which each party is entitled
- Payments and payment schedules, including late fees and interest
- Limitations on liability and indemnity for mistakes
- Preferred methods of dispute resolution
- What happens if a breach occurs
A disagreement over one or more of these items could derail a deal, so it is best to identify any issues and bring them to the negotiating table
Contract Drafting
Once an agreement is struck, the The Law Offices of Andrew Dressel LLC team works to formalize it. We carefully craft custom contracts that our clients can rely on to protect their interests and minimize legal risks.
We help ensure the terms hashed out at the negotiating table are accurately represented in the contract. We understand there is no room for error or ambiguity, and do not rely on boilerplate language that may not apply to the situation at hand.
Some contracts memorialize a single agreement, others are fill-in-the-blank forms that can be used time and again as the business grows. For example, a business might want a custom agreement drafted when hiring a new CEO to steer the ship.
But that same business might also need standard employment contracts each entry-level employee is expected to sign and abide by. The Law Offices of Andrew Dressel LLC is experienced at drafting both types of agreements and advises clients on what sort of contract will best meet their needs.
Contract Drafting
Once an agreement is struck, the The Law Offices of Andrew Dressel LLC team works to formalize it. We carefully craft custom contracts that our clients can rely on to protect their interests and minimize legal risks.
We help ensure the terms hashed out at the negotiating table are accurately represented in the contract. We understand there is no room for error or ambiguity, and do not rely on boilerplate language that may not apply to the situation at hand.
Some contracts memorialize a single agreement, others are fill-in-the-blank forms that can be used time and again as the business grows. For example, a business might want a custom agreement drafted when hiring a new CEO to steer the ship.
But that same business might also need standard employment contracts each entry-level employee is expected to sign and abide by. The Law Offices of Andrew Dressel LLC is experienced at drafting both types of agreements and advises clients on what sort of contract will best meet their needs.
Contract Reviews
Signing a contract without having it reviewed by the The Law Offices of Andrew Dressel LLC team opens the door to unnecessary risk. We often find errors, omissions, or vague language that open loopholes the other party can exploit:
- Core terms: Reviewing the key rights and responsibilities of the parties involved, and flagging areas where the contract does not accurately reflect the terms agreed to at the negotiating table is critical.
- Details matter: Dollar amounts, dates, deadlines, square footage, and other details that were agreed to should all be double-checked for accuracy.
- Party identities: Believe it or not, we commonly review contracts that incorrectly identify the parties involved. This is often because another lawyer has copied and pasted the terms of a previous contract into this new agreement. But we also see situations where a parent company is named instead of a subsidiary. We double-check all of the contracts we review to ensure the appropriate parties are named.
- Blank spaces: Nobody should ever sign a contract that includes blank spaces or mysteriously states the details will be inserted later.
- Termination: Ending a contractual relationship is just as important as forming one. Looking forward is a critical part of contract review.
- Warranties and Representations: Do you and the other party understand all of the promises you are making to each other? Is there any uncertainty or legal risk the other party has pushed on to your plate?
- Disclaimers: Is the other party asking you to waive any rights or excuse them from liability?
- Interplay: Thinking through the ways in which the different clauses and obligations interact with one another to avoid unforeseen or illogical consequences.
- Indemnification: Who pays when unforeseen losses occur? Are you agreeing to hold the other party harmless if a lawsuit is filed against you
- Breach of contract: What constitutes a breach of contract? What remedies are available if the contract is breached? How will the dispute be resolved if a breach is alleged?
We review contracts with an eye on these and other issues. And we are always ready to recommend ways to strengthen a contract to our client’s advantage.
Contact our New Jersey Contract and Transactions Law Firm Today
The Law Offices of Andrew Dressel LLC partner Andrew Dressel has become the go-to advisor for large corporations, family-owned businesses, startups, and individuals who want to ensure they know what they are getting into when they sign on the dotted line.
We help clients who are creating, building, and investing in the next big thing secure their legal rights and protect them from legal liability by negotiating, drafting, and reviewing contracts and other legal agreements. Please contact us today to schedule a meeting.
Contracts and Transactions FAQs
The validity of any contract depends on a multitude of factors:
- Meeting of the minds: The parties to the contract must have wanted to enter into a contractual relationship, and have agreed on the basic terms.
- Offer and acceptance: One party must have made an offer that the other party accepted.
- Consideration: The parties must have exchanged something of value with one another. Each party must benefit from the transaction.
- Performance: Whatever was agreed to in the contract must be done according to the terms of the contract.
- Is it in writing: Some contracts must be in writing (not just verbal agreements) in order to be enforceable.
- Does it violate public policy: In order to protect the public, some transactions are illegal.
Determining if one of these factors invalidates an alleged contract is a very fact-specific analysis. It is difficult to know whether a contract is valid without carefully reading it and learning more about the circumstances surrounding its negotiation and execution.
Most contracts go into effect as soon as they are signed. If there is a grace period where you can change your mind about entering into an agreement with the other party, it will typically say so in the contract itself. Most of the time, backing out of a contract is considered breaching the contract and you will be liable for damages.
A contract is breached when its terms are not followed. It may be obvious that you or the other party has not met your contractual obligations, or you may need to gather evidence of the breach. If you are being accused of a breach, or want to seek damages from the other party for a breach, you should contact the The Law Offices of Andrew Dressel LLC to discuss your case.
Smart contracts are legal agreements that are a mixture of contract and code. When certain conditions are met, pre-agreed upon actions occur automatically. For example, you could draft a smart contract that automatically reorders stock when inventory gets low. Or releases the latest pass code to building amenities once a renter’s monthly payment clears. Some smart contracts live on the blockchain and all the actions of the parties involved are recorded in a distributed ledger accessible to all.