Employment & Business Attorneys Campbell CA

Your contract? Your choices!

An amusing story made its way around the Internet recently.  A tenant in the U.K. received a lease agreement from his landlord via email.  The lease was formatted in an editable version of Word, instead of a locked .pdf or other non-editable document.  The tenant decided to modify the lease to include a clause that the landlord was required to provide the tenant with a birthday cake every year, with the additional caveat that “vanilla cake was not acceptable.”  Read the contract here.

This is a funny story but it underscores an important point:  When you want (or don’t want) something in a contract, you should say so.

This issue comes up quite often in pre-printed contracts, like lease agreements.  For some reason, people think that if a provision is pre-printed on a contract that it can’t “legally” be changed or deleted. Therefore there are probably millions of contracts out there that have provisions that don’t make sense, or are unenforceable (for example, when a contracted drafted in another state is used here in California) or, as happened above, just plain silly.

We have lost count of the number of times a client or potential client has come in and had us review a contract.  The client will be fuming, or scared, or confused about a particular clause.  When we say “if you don’t like this provision, cross it out, initial it and, if you like, add what YOU want to the contract,” they stare in amazement.  “That’s it?” they say.  Yup; that’s it.  Just because something is pre-printed on a contract doesn’t mean you have to agree to it, or that it is even legal or enforceable.  Similarly, just because the drafter of the contract put something into a contract doesn’t mean you have to agree.  Of course if you change the contract the other party may have something to say about it, but you would be amazed at how often nothing is said after our clients delete the bits they don’t like and insert the bits they want.

The other point of course, is that you have to READ the whole contract, especially when you send an editable version to the contracting party.  If you want to make sure that you don’t miss anything, make sure you have the contract reviewed by a competent attorney.  Otherwise you may be in for a surprise that is not as pleasant as birthday cake.

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