Breach-Of-Contract?

[Joshua]

Iam a specialist who operates under my very own LLC. I signed a deal having a sales man who introduced me to some customer to get a show. The agreement between us stated the task is for 12 weeks which I spend x% to him centered on what I bill the customer. Additionally, it freely stated the task might be longer than 12 weeks also. It further mentioned that the task specifics is likely to be within the Appendix that was a duplicate of the agreement between your customer and me. I closed the agreement between us prior to the closing agreement between me and also the customer required form. While it did, it had been just for six months and that's what I signed. I also didn't have any non-compete between him and me for adding me for this customer. After six months, the customer didn't continue the agreement in those days. Six months later, under my very own initiatives, I had been in a position to obtain a fresh agreement signed between me and also the customer. The sales man was nowhere within the image during settlement or signing of the agreement. Fast-forward 24 months. The sales man has discovered that I've a brand new agreement using the customer and it is returning challenging that I spend his fee for that new agreement aswell, because our agreement said "task might be 12 weeks or longer" despite the fact that the mentioning appendix just had a 6-month cope with the client.
Does the purchase man possess a legitimate situation? Am I in breach of the agreement between me and him?

[Kuruk]

Received:
this agreement is ambigous

It's?  You've read it?  A vague assertion from the poster the agreement language was "free" doesn't reasonably allow a realization the agreement really is ambiguous.  And, even when which were the situation, merely comprehending that the "revenue man" "published" the agreement in general, does not fairly force the conclusion this problem could be solved within the posteris favor.  you will find so many factors in a deal meaning evaluation to achieve these kinds of conclusions.

[Caryl]

Thanks for your comments and input. I will certainly meet with an attorney to get their opinion. I was looking for some initial thoughts around this and you have made some valuable comments.

[Skipton]

The sales guy did.

[Carvell]

txscm101:I signed a contract with a sales guy who introduced me to a client for a gig. The contract between us said the project is for 12 months and that I pay x% to him based on what I bill the client.

Who are the parties to the contract?  You?  Your LLC?  The "sales guy"?  The "sales guy's" employer?  The "client"?  I'm guessing it was you or your LLC and the "sales guy" or his employer.

 

txscm101:The contract between us said the project is for 12 months . . .[but] also loosely said the project could be longer than 12 months too.

Please understand that this is incredibly vague.  And, since this appears to be the single most relevant fact, vagueness is obviously a problem.

 

txscm101:It further stated that all the project details will be in the Appendix which was a copy of the contract between the client and me. I signed the contract between us before the final contract between me and the client took shape.

Did you sign it and stick it in a drawer pending the finalization of your contract with the client?  Or did you sign it and deliver it to the other party?  Did the other party also sign it?

 

txscm101:Does the sale guy have a valid case? Am I in violation of the contract between me and him?

We have no possible way of knowing without reading the relevant contracts.

If you want to respond to the "sales guy" in an effort to prevent a possible lawsuit, I suggest you have the relevant contracts reviewed by a local attorney who can advise you regarding an appropriate response.

[Gang]

I have no idea on what Drew is basing his view that the odds are in your favor. In order to form any sound opinion on what the contrat required, it's critically important to read the actual language of the contract. Drew is evidently working off the principle that ambiguity in the contract generally works against the party who drafted it, but that's a huge jump to make here because (1) you first have to determine if there is any ambiguity in the first place, and you cannot do that without reading the exact terms of the contract and (2) it's important to know what state's law applies, and you have not specified the state.

I can tell you this much. The fact that the contract you had with the sales guy was for a year but the contract that you had with the client was only for six months does not itself mean there is any ambiguity in the contract between you and the sales guy. What you need to focus on first is what your contract with the sales guy says. Without the exact language of the contract, I can't form any opinion as to what your obligation was here. I suggest you take the contract to a contract attorney in your state and go over the facts in detail for advice as to how strong a case the sales guy may have for the commission he is claiming.

[Bick]

True --I may be stretching--and you'd be a lot smarter to have counsel review the contract as it existed.

But

generally a contract is described by the 4 corners of the docuement

--and it it covered a roughly 12 month timeframe I have problems

following how something 24 months later fits into the 4 corners.

And if the author failed to get Appendix A into the package and it did not even exist at time of contract that may be a stretch to get it back under umbrella but that can cut both ways --if A covers 6 months and thats the deal and its deemed as in then perhaps the total deal is 6 months ..

Problem may be that promoters sometimes have good language that sort of seeks to get them a lifetime tie to any earnings stream that may result from the initial introduction/deal --devil may be in the details...

I agree--a contracts lawyer in your state looking at the actual facts can probably give you a much better read on the options you have . .

[Orsen]

Then odds are seriously in your favor as this layman see it..in general if a contract is ambiguous the drafting side eats the problems..and this contract is ambigous ..and is flawed by lack of appendix A 

 

He may be trying to shake you down for go away money ..play your cards carefully....

[Jerrah]

Received:<br />
Accurate --I might be extending--and also you'd be considered a lot wiser to possess lawyer review the agreement because it existed.<br />
But usually a deal is explained from the 4 edges of the docuement --also it it lined a approximately 12-month schedule I've issues subsequent how anything two years later suits in to the 4 corners.<br />
<br />
The issue, Drew, is the fact that, inside your obvious enthusiasm to supply the poster having a reaction that's atleast significantly definitive, you're focusing a comparatively trivial reality (and another reality that might or may possibly not be accurate), ignoring additional essential (but unfamiliar) details, and declining to think about all the related guidelines of agreement interpretation.<br />
You evidently determined in the initial article that the ambiguity exists regarding an essential supply of the contract.  Nevertheless, since we-don't understand what the agreement really claims, we-don't understand if that's is will probably be true.<br />
Your unique reaction, consequently, centered on who "published the contract."  Based On The poster, another aspect did, and also you employed that declaration to produce the principle that ambiguities might be interpreted from the drafter.  the issue with this particular is the fact that this principle might or might not be applicable.  simply because another aspect "published the agreement" doesn't, alone imply that this principle applies.  it might be the different aspect produced a preliminary draft which numerous supply -- possibly such as the one at problem -- were fiercely negotiated.  it might even be the contract includes a supply containing terms towards the impact that "No celebration, or the Events' particular lawyers, will be considered the drafter of the Contract for reasons of deciphering any provision hereof in virtually any judicial or other planning that'll occur between or among them."<br />
Whatever the relevant state-law, the essential objective of contract meaning would be to determine the shared intention of the events during the time of development of the contract.  If this is often completed based exclusively about the vocabulary of the agreement, then thatis exactly what a judge should do.  If an ambiguity exists or is stated, the very first issue is if the contract terminology is fairly susceptible of every meaning recommended from the parties.  Below, we-don't understand if this is the case.  Nevertheless, if it's, then a variety of issues may happen.  Nevertheless, simply because an ambiguity exists does not imply that the principle of building which you concentrated may control the interpretation.  actually, provided what small we all know at this time, it's possibly much more likely than not the principle may never come right into play.<br />
May we perform a game title of "if -- subsequently"?  Sure we are able to, but I actually don't observe that to be awfully productive.

[Worden]

Serious question..who wrote the original contract?