Continued from Negotiating Power – The Often Neglected Contract Position. In most cases, the party with the greater bargaining power presents a draft contract to the other and asks them to sign it as is. The draft will set forth the major contract terms already discussed by the parties such…
Because San Diego businesses routinely enter in to contracts with vendors, clients, customers and other partners, it is important that they are familiar with basic contract principles and the need for negotiating favorable contract terms. This is true whether or not they retain the services of a San Diego contract…
Continued from The Business Contract – Part Two. Integration Clauses: The integration clause states that the written contract entered into by the parties is their entire agreement. A typical clause reads: “This Agreement constitutes the entire agreement between the parties with respect to the subject matter of this Agreement…
Continued from Basic Business Contract Provisions – Part One. Mediation/Arbitration Clauses: Mediation and arbitration are alternative methods of conflict resolution. ADR (“Alternative Dispute Resolution”) has grown in popularity of late especially with judges. For the most part, ADR relieves pressure on overcrowded courts, reduces litigation costs and results in faster…
It’s probably not too far of a reach to say that most San Diego business owners would prefer closing their deals over a hand shake rather than involve their attorneys in another contract negotiation. Attorney fees alone are enough to convince even the most seasoned business owners to try and…
Continued from Part Two. Paragraph 6 – Security Deposit: From the landlord perspective, it is a good idea to include lease language wherein the tenant waives its rights under Civil Code §1950.7 allowing the landlord to apply security deposits toward future rent. Paragraph 7.4(b) – Removal and Surrender: Under the…
Continued from Part One. Paragraph 4.2 – Common Area Operating Expenses: The AIR lease includes a comprehensive list of common area operating expenses which tenants are responsible for. The list includes property management fees. While property management fees are common in commercial leases, the AIR lease does not set any…
In the San Diego commercial real estate market, these days it is relatively common for landlords to ask prospective tenants to enter into a standard AIR (American Industrial Real Estate) commercial lease. The AIR standard lease was drafted by the AIR Commercial Real Estate Association with the intention of balancing…
The question of where to form a Corporation or Limited Liability Company, like everything else in law and business, depends on your particular circumstances. For most small and medium size San Diego businesses, incorporating in California makes the most sense. Incorporating in another state requires additional resources in time, paperwork…
Continued from Due Diligence When Purchasing a Business – Part One. It’s also important to be certain about the extent of the company’s additional obligations. Is there a lease? What is the rent? Are there common area maintenance expenses? What is the term of the lease and are there options…