What happens when a contract was signed but a party can&#39;t fullfill their oblications due to circumstances outside their control I know this is a bit of a vague question but I'll give some specific examples. When a contract is signed, and a certain part is not met for extenuating circumstances, when can legal action be taken (and likely won)? I know of a person who had a contract for a job that started on x start date and y end date and was paid per hour for 38 hour work week. After y end date passed the boss contacted the person saying he hadn't fulfilled his end of the end of deal as he still had 30 minutes of work left to do (presumably this was because he didn't make up for some time he took off when sick and didn't get sick days). Could the boss sue for the remaining 30 minutes? Also, as in this question, if a formal contract was agreed between a dog owner Bob and a dog walker Alice, that Alice would walk the dog each day for a few weeks for a set amount of pay, what would happen if Alice became sick or the dog wasn't able to go for a walk and nothing regarding these circumstances was written into the contract? What if someone signed a contract that they would be paid to clean a building but the building burned down before they could do it?
Generally, what you say you will do in a contract is what you must do - there is no "the dog ate my homework" excuse. For your examples: Employment contracts have so much government regulation that the common law contract is lost in the mists of time. It is unlikely that a court would interpret an employment contract as requiring exact timekeeping; it is also unlikely that the person would have worked exactly 38 hours on every week except the one where they worked 37.5. However, if it were proved that the employee owed 0.5 hours to the employer they could be required to provide it or refund the pay they had received, barring a law that changed this. The dog must be walked. Alice must find a substitute walker if she is unable to provide it. Falling sick is something foreseeable that Alice should have provided for either in the contract ("if I am sick I won't walk the dog") or by arranging for someone else to do it. For purely personal services, falling sick may frustrate the contract, however, dog-walking is probably not personal enough. There is a doctrine which allows termination by frustration where neither party is at fault, however, it is not clear that this would apply. The building burning down is foreseeable and could (should?) have been addressed in the contract. If the destruction of the building was without fault on the owner then the contract is frustrated. If there was some fault on the owner (smoking in bed, inoperative fire alarm etc.) and the cleaner stands willing, ready and able (that is able except for the absence of a building) to perform their obligations, the owner would probably be obliged to pay, at the least for unrecoverable costs (e.g. wages) and loss of profits - if they pay for the cleaning products the cleaner would be obliged to deliver them up. One of the main reasons for the length of contracts for non-trivial transactions is they deal with these contingencies.
Does this amount to the employer potentially paying the employee to lie to them, to no ultimate legal effect? Or will the employee have a problem if they end up with an obligation to sign a statement that is not in agreement with reality? Neither. Contract law contemplates a party's subsequent inability to comply with the terms that were established at the formation of the contract. In the Restatement (Second) of Contracts, this is referred to as supervening impracticability. See, for instance, the Restatement at § 261. In the hypothetical scenario you outline, the loss of a company laptop renders the employee's promise (namely, "to return any company-issued computers or devices") impracticable. Instead, the circumstances may entitle the employer to restitution (by the employee) for what the employee now is literally unable to return. That would be cognizable as compliance in substance.
In the absence of a contractual agreement saying otherwise, the lawsuit would probably just be subject to normal rules of tort liability. In that case, the contractor would probably lose his case unless he could prove that the one worker infected another through an act of negligence or could otherwise prove that the infected worker knew he was infected and posed a risk to others. In the basic negligence situation, the contractor would likely rely on the general duty we all have to avoid creating unreasonable risks of injury to third parties, and he would need to argue that Worker A somehow breached that duty. Coming to work knowing you're infected would almost certainly satisfy that standard, but it might be enough to simply show that Worker A was at a large gathering of unmasked people whose vaccination status was unknown. From there, he would also need to prove that breaching that duty caused him some injury, presumably by infecting Workers B through M, causing a work slowdown, causing missed deadlines, causing late fees, etc. The contractor might also pursue a claim for reckless, rather than negligent, conduct, if Worker A knew he was infected and came to work just the same. Or he might pursue an intentional tort claim if there was some reason to believe that Worker A was actually trying to get other people sick, as opposed to just ignoring the fact that such a risk existed. As I understand it, several states have also passed laws limiting liability for exposure to COVID in the workplace, so it's possible that none of these claims would be viable, no matter how strong the evidence.
You identify basically two issues. Non-Responsiveness and Failing To Meet Deadlines One is that he's taking longer than planned to get your work done, and might have abandoned you. The sad but true reality is that lawyers frequently do get busy and sometimes fail to meet the deadlines that they have set for themselves. In this respect, the legal industry is a lot like the construction industry. Lawyers try to meet deadlines on time, and usually they do, but it isn't unusual at all for a lawyer to fall behind schedule in some of his cases. In part, this is because lawyers have little control over their own schedules because things can come up that suddenly require their total attention and get them off track on a regular basis. Sometimes, they have trouble getting back into the flow of work that they were before the interruption came up. Can I do anything else now? In that case, usually your best solution is to nag the lawyer regularly even to the extent that it is a little bit uncomfortable, but to demonstrate no hard feelings when he turns his attention back to your project. But, if he just totally abandons you, you need to find someone else to do the work and fire him. If he never contacts me and I find out next year that someone is doing exactly the same thing, can I sue him for the money I lost for not being able to complete this business? Realistically no. If he blows you off entirely you need to fire him and find someone else to do the work. You are very unlikely to be able to win compensation for him delaying the start of your business. These damages would usually be considered &quot;too speculative&quot; to allow for a recovery in a case like this one. Does he have some responsibility to do the work that we agreed to, or can he somehow talk his way out of it? He does have some responsibility to do the work. If he doesn't he has breached his contract with you and may owe you a refund of your fees. Truly abandoning a client and neglecting his or her case is also a violation of professional ethics. This is a pretty minor offense compared to the offenses involving idea theft if it happens in isolation, which might result in a minor slap on the wrist like a private reprimand that would be held against him if incidents like this surfaced again in the future. But, this routinely leads to an attorney being disbarred (often on an uncontested basis) if an attorney one day just stops working for almost all of his clients and walks away from his practice (often due to a psychological breakdown, despondency after a divorce or an affair, dementia, untreated mental health conditions, a personal tragedy in life such as the death of a spouse or a child, or substance abuse). There is a small but persistent trickle of cases with that fact pattern. It is hard to know from the perspective of an individual client if he just got busy and overlooked a case or two including yours, or if he totally shut down or walked away from most of his practice. Can I get a court order requiring him to do the things he offered to do in the email that I agreed to, for the price we agreed to? No. You can sue for the money damages you suffer from his breach of contract (but probably not speculative lost profits), but you can't get a court order forcing him to do what he promised to do (among other things, it would violate the 13th Amendment to the U.S. Constitution for a court to do that). Idea Theft The second issue is what happens if your lawyer steals your ideas. Regardless, I'd like to know what I can do if he does not complete the work and starts a company that does the same as what I had planned to do. This is very unlikely and a very unwise choice for the lawyer. An Analogy In terms of likelihood and severity of consequences if a lawyer does so, this would be on a par with a lawyer beating up his client severely with a baseball bat. Beating up a client physically is a type of lawyer misconduct that is very infrequent, but isn't entirely non-existent (for what it is worth, most of the rare cases of physical assaults by lawyers on their clients seem to take place in Kentucky or Texas; physical assaults by clients on their lawyers, in contrast, are thousands of times more frequent and happen all over the United States). But, it is punished very severely when it happens (even though there isn't a rule of professional conduct for lawyers that prohibits this kind of misconduct by lawyers with great specificity). Civil Liability He would have legal liability to you for breach of fiduciary duty probably requiring him, among other things, to disgorge all of his profits to you and pay you for any lost profits you could demonstrate (which might be less speculative if his business didn't fail). He could also face civil liability including statutory damages or punitive damages for theft of trade secrets. Suspension or Loss Of A Law License He would probably also face a very high risk of being suspended from the practice of law for a prolonged period, or being disbarred if you complained to attorney regulatory authorities. Attorneys have ethical rules related to confidentiality and related to business ventures or making profits that involve clients or client information that are very strict and are taken seriously by lawyers. If he were caught breaching these obligations the consequences would be harsh for him. Criminal Law Consequences He could even face a criminal prosecution for theft of trade secrets under either state or federal law. I wouldn't be very surprised at all if criminal charges would be brought in a case like the one that you are worried about. The closest analogy (which is much more common) is when an attorney pockets money from the sale of client property instead of turning it over to a client. Those cases routinely result in significant prison sentences for the perpetrator. For example, I have a client whose former attorney was convicted and sentenced to about eight years in federal prison for stealing about $600,000 of proceeds from the sale of client property. These cases are much more common because a lawyer under extreme financial pressure can have a one time impulsive lapse and temporarily solve the problem created by the financial pressure. But, in this case, the lawyer needs to engage in years of sustained, publicly visible activity based upon the misconduct that is unlikely to produce huge sums of money right away and might even require an additional investment on his part, not a single, quick, lapse of judgment after which the wrongdoing is over and the impulsive need is met. This Almost Never Happens A busy lawyer with a successful specialized practice would very rarely risk those kinds of consequences when he already has a successful enterprise practicing law. A &quot;typical&quot; case where that might happen would involve someone whose family members were kidnapped and facing imminent death if he didn't comply by a foreign government trying to steal military secrets or a drug cartel. This isn't something that a lawyer would do out of mere greed. Lawyers with the kind of sophisticated tech industry legal practice that you describe often invest in their clients' businesses in ways that strictly comply with the relevant ethical rules (which the scenario that you are worried about would not). Sometimes lawyers get in trouble when they substantially comply with the rules but don't do so strictly (e.g. providing fully disclosure and consent but not getting it in writing). But, I can only think of a single case in twenty years or so of practicing law where I've ever seen even an accusation of something like what you are worried about happen, and I've never seen a case like that in case law reports, or news coverage in either the popular press, or trade journals. The case where I did see that accusation wasn't entirely implausible, but it wasn't an entirely clear case of misappropriation either, and the client making the accusation, realistically would have been hard pressed to have made the business idea allegedly stolen work himself. Theft of business plans isn't all that uncommon in and of itself, but an attorney for the person whose plans are stolen is very uncommon as a perpetrator. Far more often it is another business person who had some minor or major involvement with the tech venture, or someone to whom the venture was pitched. This is the sort of thing that venture capital guys and start up company executives with little money of their own in the venture usually do, not the tech firm's own lawyers, in most cases. The kind of betrayal that you are worried about would be extremely unusual conduct for a lawyer in this situation. It would be almost as uncommon as a criminal defense lawyer engaging in sustained leaking of incriminating privileged evidence to prosecutors in a death penalty murder case. Either kind of betrayal isn't impossible, but it just almost never happens that way, even though lawyers commit all sorts of other kinds of misconduct now and then, and that sometimes hurts clients badly. Clients are much more often harmed by neglect and incompetence than by such a direct betrayal from their lawyers. Proving Misconduct Would it matter whether I could connect him to that copycat company? Yes, it would matter. You wouldn't necessarily have to show that he was being compensated by the company, but you would have to show that he was, at a minimum, helping another client with information obtained from you, either in his capacity as their lawyer or as someone involved in their business in some other way. If a copycat business appears that you can't demonstrate has any connection to him of any kind, then you have no way to prove that he did anything wrong. Not infrequently, great minds think alike and someone comes up with a very similar idea to yours, independently, at about the same time that you do.
Is there any sort of implied expiration date for a contractor's completion for medium size contractor jobs (&lt; $10k)? Absent a provable deadline, the question would be whether the delay is reasonable (or habitual) under the circumstances. The contractor's presumption that he can do whatever he wants regarding unspecified aspects of a contract is inaccurate. Those matters can still be decided on the basis of contract law and/or under principles of equity. See also the Restatement (Second) of Contracts, which is frequently cited by U.S. courts, at §235(2) and §243 regarding non-performance of a contract. Will my verbal complete-by date hold up in lieu of any written complete-by date? It depends on each party's credibility. Proving that he essentially ignored your follow-up requests will make it harder for him to credibly refute your assertion about the verbal deadline. In case none of your follow-up efforts (or none of his responses) are in writing or if he denies that you repeatedly called him, you might want to subpoena his phone service provider --if the matter goes to court-- and file as evidence the resulting production of records.
This depends very much on the nature of the agreement, and whether it affects the client's rights and obligations. It may also depend on which US state this is in. If the agreement is "We will hold the negotiating meetings at your office instead of mine." the client's rights are not affected and the client probably has no veto. If the agreement is "Yes we will plead guilty to manslaughter." it isn't valid without the client's consent. If the client is giving up any rights or making any significant concessions, then the client's consent is probably required, but I can give no better answer without an indication of the subject of the agreement.
what would happen if you made the fine print of a legally binding contract too small to read? The contents of unreadable fine print would be unenforceable. That is because it does not meet the tenet that parties enter the terms knowingly. Even if the draftsman alleges the counterparty &quot;unreasonably&quot; declined to ask for legible print, the fact-finder be unable to ascertain the parties' legal position pursuant to unreadable print. The rest of the contract is binding and enforceable. Would the person who signed it be able to sue you? No. It would be pointless. The unreadable print is nothing but meaningless scratch/mark/sign that gives neither party a cause of action.
You probably would not be &quot;obligated&quot; to do anything. However your employer also would not be &quot;obligated&quot; to continue employment. If you agreed to something verbally, that is a contract. Verbal contracts can be difficult to enforce, but in this case the employer does not need to enforce it but rather take the easier solution of terminating your employment.