1. How Important is the Business Contract?
2. Different Kinds of Business Contracts
3. Laws That Control Contracts

Contract and sales law deals with sales contracts. The sales contract outlines an agreement between a buyer and seller pertaining to the sale and delivery of goods or services, personal property, and securities. According to the Uniform Commercial Code, or UCC, a sales contract should include the parties involved, the offering of goods or services to be sold, and any special terms or conditions. Some states require that the consideration, which is the amount and type of payment, be listed in the contract.

The UCC doesn't require a formal sales contract when a memorandum or some other documentation memorializing the agreement exists. Also, the courts will accept a written check as a documented memorandum of a sales agreement.

The UCC recognizes that a written sales contract is enforceable even if there's an omission of material terms and lacks a signature from one of the parties. One party may not create a sales contract on its own that's binding with another party, and an imposable contract needs a signature from the opposing party or the one with whom the contract is sought for implementation.

How Important is the Business Contract?

As a business owner, drafting a contract is one of the most frequent legal transactions you will experience, so having a comprehension of contract law is vital to making solid business agreements that are lawfully binding and enforceable should a contract dispute occur. The types of contracts that business owners become involved in are either written or verbal, so understanding and knowing how to write a sales contract is equally important.

Knowing basic contractual terminology is the foundation of understanding contractual law. For example, a contract is a legally binding and enforceable agreement which obligates two or more parties to do or not to do specific things. Also, the term "party" refers to a person, corporation, company, or any other entity bound by the agreement.

Different Kinds of Business Contracts

The law acknowledges different kinds of contracts for different situations:

  • A bilateral contract is the most well-known type of contract. It's an exchange of promises between the parties. With this type of contract, the parties make a promise and there is a receiver of the promise.
  • A unilateral contract is a contract that requires performance instead of just a promise from the party making the offer. This kind of contract is executed when the promised action is complete.
  • An express contract takes place when using specific written or verbal expression to convey the promise or agreement and the terms.
  • An implied contract occurs when action taken by the parties demonstrates their intent to take part in an agreement, even if no offer or acceptance was clearly expressed verbally or in writing.

Laws That Control Contracts

Contract law is an expansive field that began in ancient times. Searching through several sources to find an answer to a contract question can be time consuming and unsuccessful. Contracts are usually administered and implemented by the laws of the state where the agreement transpired. Depending on the nature of the agreement such as property lease or sale of goods, a contract is overseen by one of two kinds of state law.

  • Common Law: Most contracts like leases, employment agreements, and business agreements are overseen by the common laws of the state. Common law is a set of laws based in tradition. However, these laws are change frequently because they are established by court decisions and new case law precedent.
  • The UCC: Contracts that control goods and services are overseen by the UCC. UCC standards are composed of guidelines that determine the law of commercial transactions. Most states follow UCC standards either partially or fully, so the UCC's provisions are part of the state's codified laws regarding the sale of goods.

If you and your business become involved in a potentially risky sales contract or you need help understanding terminology or composing a sales contract, please feel free to consult an attorney before signing a contract or writing one. Learning about sales contracts is beneficial to all business owners.

The skilled attorneys at UpCounsel can help. Post your legal need on UpCounsel's marketplace. UpCounsel has the most knowledgeable and experienced lawyers on their staff that can be of assistance with any legal need. UpCounsel accepts only the top five percent of lawyers, coming from law schools such as Harvard Law and Yale Law, having an average of 14 years of legal experience which includes working with or on behalf of companies like Menlo Ventures, Airbnb, and Google.