Should Read That Contract Before I Sign It?

 

Contracts are an agreement between two parties. Contracts can be oral or written, but convention is to codify agreements with a writing. In fact, some types of agreements are required to be written pursuant Florida’s Statute of Frauds. The problem which often arises with written contracts is that they are not a full and complete reflection of the parties’ agreement.

For example, a horse owner and a rider had several conversations regarding a one year horse lease. The owner produces a written lease for the rider to sign. Now, should the rider assume that those material terms which were discussed have been included into the contract? Any knowledgeable equestrian attorney will tell the rider, no! The rider should not assume those terms have been included in the written document.

In fact, it is standard practice for written agreements to include an “integration clause” or “merger clause” which states that the only terms included in the agreement are those which have been written into the contract. That means all those discussions which occurred previously are not part of the contract and if the contract were ever to be litigated at trial, the rider would not be allowed to testify regarding those conversations and those terms which are not in the written lease.

The lesson to take away is that even if a term was discussed at length, do not assume it has been included into the written agreement.

If you have any questions regarding a written contract you are about to sign, you should always consult a qualified attorney.

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