Why Choose RHC Solicitors?

RHC Solicitors offers comprehensive legal assistance at every stage of contract-related matters, ranging from contract preparation, negotiation to disputes and commercial litigation and court representation.

Contracts can arise in various contexts and may be subject to different governing rules. When two or more parties come to an agreement, it is crucial to capture the terms in a precise and legally binding contract. Failure to do so may result in disputes that require commercial litigation to resolve.

Our proficient contract lawyers possess extensive industry knowledge and experience in drafting clear and comprehensive contracts, ensuring that potential disputes are minimised. We also understand the importance of seeking legal advice at the time of agreement, as it can save you valuable time and expenses in the future. However, if you find yourself entangled in a contract dispute, rest assured that we can skilfully assist you in seeking favourable outcomes through the process of commercial litigation.

Our Experience

We can assist with a wide array of contracts, which come with diverse purposes across different industries. Some of the commonly used contracts include:

• Building agreements

• Sub-contractor agreements

• Joint venture agreements

• Partnership agreements

• Shareholder agreements

• Franchise agreements

• Loan agreements

• Gurantor and Indemnity Agremeent

• Lease agreements

• Various general commercial contracts

• Confidentiality agreements and NDAs

• Deed of agreements

• Supplier contracts

• Mortgage agreement

• Security agremeents

Irrespective of the type of contract, the intentions, rights, obligations, duties, risks, and expectations of parties are paramount and often dictate the parties conduct.

Incorrect or Poorly Drafted Contracts

Disagreements and disputes can arise in various situations and are not uncommon. In some situations, they are often unavoidable and revolve around one party failing to adhere to the terms of a contract or if there is a disagreement about the interpretation of a particular clause, it can lead to a breach or a dispute.

These disputes are often related to:

• Inadequately worded provisions within the contract which fail to appropriate encapsulate the intention of the parties

• Ambiguous terms or conditions that lead to misinterpretation or a differing opinion

• Lack of understanding of the obligations of the party due to insufficient advice or other reasons

• Changes in circumstances

• Inclement weather

• False or misleading representations

If you are alleged to have breached a contract or are impacted by another party's breach, it is crucial to seek advice promptly so you do not inadvertently pass your time limit to bring the action, and can minimise the level of damage it may cause.

Since the terms of each contract differ, it is essential to be fully aware of your obligations and your rights. Even if one party breaches the contract, the innocent party may still be required to fulfill certain requirements to avoid being in breach, which could further complicate the matter.

Ideally, it is recommended to engage a contract lawyer at the time of entering into an agreement. By doing this, it will ensure the agreement accurately reflects the situation and the intention of the parties as well as ensuring they understand the contract, their rights and obligations.

Types of Breaches

Contract are usually breached in two ways:

1. Breach of an express term of the contract: in certain contracts, specific provisions explicitly state that the failure to fulfill certain conditions will be considered a breach of contract. Take, for instance, an employment contract that includes provisions for termination due to serious misconduct. If an employee engages in that severe misconduct, it is evident that they have breached a fundamental term of the employment contract; and

2. Breach of an implied term of the contract: in some contracts, certain terms are not explicitly stated but are understood to be inherent in the agreement. For example, consider a confidentiality clause in an employment contract that requires employees to adhere to a confidentiality policy. If an employee divulges confidential information about the organisation, it may be regarded as a breach of an implied term of the contract.

Ramifications of Breaching a Contract

While written contracts can be intricate, the complexity multiplies when dealing with poorly written, oral, or partially oral agreements. Such contracts can become a labyrinth of confusion, making it challenging to establish the agreed terms, intentions, or even the existence of alleged conversations.

Gathering evidence to support these claims can be an arduous task.

In any contract dispute, the initial approach is to seek an alternative resolution through negotiation. However, when this proves unattainable, the path to commercial litigation may become unavoidable. In these circumstances, it is far more prudent to invest time in crafting a professional contract at the agreement's outset, thereby preventing misunderstandings and breaches from arising later on.

Remedies for Breaching a Contract

Once a contract is formed, failure to adhere to its terms or deciding not to fulfill one's obligations may constitute a breach of contract.

In the event of a breach, various remedies are available, including:

• Punitive damages: the innocent party may be entitled to punitive damages to compensate for the harm or damage caused

• Performance: an appropriate court can issue an order directing the breaching party to fulfill their contractual obligations if performance is sought. In cases where monetary damages are insufficient, the court may make an order for "specific performance," compelling the breaching party to fulfill their contractual obligations precisely. This remedy is often employed in contracts involving property and car purchases

• Injunction: In cases where damages in the form of money alone are inadequate to address the breach, the court can issue an injunction, restraining the party from performing the wrongful act. In effect, this can restrain the breaching party

• Termination and restitution: if a breach of a fundament term occurs, you may be able to terminate and seeking restitution. Alternatively, a court may terminate the contract and require the breaching party to restore the innocent party to their pre-contractual position before the damage had occurred

Damages can also be classified into two main classes:

1. Liquidated damages: if the contract explicitly states a specific amount to be paid in case of a breach, it is considered liquidated damages. This amount serves as an estimate of the compensation for the breach, and the court will award it as compensation in the event of a breach; and

2. Unliquidated damages: this occurs when the contract does not specify the amount of damages to be awarded for a breach. In these circumstances, the court will generally decide an amount that is appropriate.

The choice of remedy and its availability depend on the type of contract and the nature and extent of the breach.

At RHC Solicitors, our team of experienced contract lawyers can provide guidance on the most suitable course of action to address the issue. If you need assistance, you should call us on (07) 3209 7000 to avoid any delay.