What’s your comprehension of the phrase “commercial litigation?” A well-educated commercial lawyer will tell you this is a legal phrase that encompasses any type of litigation or dispute that tampers with the core of a firm’s business strategy and implementation. Quite frankly, it’s a very broad field of law that covers all types of business related issues, usually between companies, but not always. Commercial litigation will virtually involve all business disputes including class actions, shareholder issues, partnership disputes, breach of contract; you name them!
Today, our primary focus will be on breach of contracts, and how you can work with a commercial lawyer to defend yourself against such cases. But first, let’s make sure we’re all on the same page by knowing what breach of contract means from a legal perspective.
One would only reach out to a commercial lawyer once they realize they can’t abide by the terms of a contract they signed. As a defendant, it’s good to acquaint yourself with these five different defenses for breach of contract cases:
You have to be willing and able to enter into a contract. That means no one should hold a gun to your head. For example, say you had to settle a debt and use the remaining amount of money left to pay rent that’s already due. Unfortunately, you did a miscalculation and what’s remaining can’t fully pay your rent. Due to pressure you decide to give the landlord your car but you change your mind later on. You can argue in court that you felt like you had no other choice. You simply agreed under duress.
A contract can only be entered if the purpose is legal. For instance, human trafficking is illegal. So if you promised to supply some guy with a certain number of people but failed to, he or she can’t sue you. Such a contract is not enforceable.
Go through the contract with your commercial lawyer and figure out whether all the essential terms are clearly stated. In other words, the contract has to be Definite. And if it’s not, count yourself lucky because you can win the case by arguing that it’s not enforceable.
If you’re caught up in a situation where you realize the terms are solid but one or two essentials aren’t clear, just go all out and try to convince the judge or jury that the entire contract is too indefinite.
For instance, you were hired as a contractor to work on your plumbing system and you both agree with the business owner to complete the work in the next 3 months. However, you two didn’t sit down to agree on the price. In this case, your commercial lawyer will tell you the essential element of such a contract – payment – is missing. If the owner tries to sue you for failing to deliver, you have the option of arguing that the contract was too indefinite.
To be enforceable, a contract requires mutual assent. By this we mean it has to have a meeting of minds. And if you find out that there’s a mistake that affects a basic assumption, you can rescind the contract. For example, say you decide to buy the Mona Lisa painting and then you realize it’s a forgery. You’re entitled to rescind the contract and get your money back.
A contract is also enforceable only if both parties involved have the same power. If you felt pressured into signing it in any way, talk to your commercial lawyer and explain the situation you were in. He or she will take it from there and try to find a favorable verdict.