Is my client free from obligation to pay an unpaid invoice under contract? I created a contract between myself and a client. The contract states that I will provide service A to the client. I provided service A. A third party is blocking the use of the end product of service A to be used for my client. My client no longer returns my emails or texts and has failed to respond to my invoices (sent certified mail and with return receipt).
This depends on the representations that were made at the time of forming the contract, the prior knowledge of possible interference, and the nature of the interference by the third party. If the interference, or likely interference was known: To you, the vendor, and you made representations that your service would work despite this, or you did not disclose this, then you may have sold a product that was not fit for purpose and the client may be entitled to statutory relief, or may not be required to fulfil their contractual obligations To you and the client, and you notified them that this may prevent use of your service, and despite your advice they decided to enter into the contract, then the client is unlikely to be entitled to relief and must fulfil their contractual obligations To only the client, then they are unlikely to be entitled to relief and must fulfil their contractual obligations If the interference is of a nature such that the third party was aware of your contractual relationship, caused such an interference resulting in a breach of contract, and was not entitled to create such a breach, then the third party may have committed the tort of economic interference (generally known as tortious interference) and either you or your client may be entitled to seek damages, if any.
No, you're not required to sign any contracts. But since you're offering a service, you do have to manage some compliance tasks. You are a data controller under the UK GDPR, regardless of whether you have a company. This brings with it various compliance requirements. For example, you MUST post a privacy notice in accordance with Art 13 GDPR that explains how you process user's information. You must sign data processing agreements with your data processors, such as your server providers. And you should reconsider transfers of data to the US, since such transfers are illegal or at least quite questionable in the wake of the 2020 Schrems II ruling. You now have prospective users that are asking you for an Art 28 data processing agreement (DPA). These are likely other organizations that are data controllers of their own. For them to use your browser extension, they either need to find a legal basis that allows them to share their user's/employee's data with you (controller to controller transfer), or they need you to act as their data processor (controller to processor transfer). The third alternative is not to use your plugin at all. Of these, a C2P arrangement is most convenient for these other orgs, but involves a bit of paperwork to set up first. If you want to act as their processor, this doesn't mean you'd have to create a company (though a corporation might be very desirable as a liability shield). Being a processor means that you're contractually bound to only use the personal data as instructed by the controller, and not for your own purposes. This restricts what you can do, and has some special compliance requirements. For example, you cannot engage new subprocessors without your controller's approval. However, processor status can also be convenient for you because you're not responsible for interacting with the controller's data subjects, e.g. you're not responsible for handling their data subject access requests. Note that it's possible to simultaneously be a controller for some users, and a processor for others. E.g. Google Docs is offered directly to users as a B2C product so that Google is a controller, but also as a B2B product as Google Workspace, where Google acts as a data processor. Personally, I'd rather not sign any contracts unless I'm doing it as a business, and adequately compensated for providing this service. GDPR is only one compliance aspect out of many, making it unwise to offer a SaaS product as a hobby. For example, copying other people's web content has copyright implications… A potential alternative for some of the organizations asking you might be to make it possible for them to self-host your backend, so that they are not required to rely on you as a data processor. If you have no plans to commercialize your software, making it Open Source could be a solution. But you're in no way required to do that if you don't want to.
What does the contract say? If it says that they have the right to unilaterally alter the terms by providing you with notice by email, then they have the right to unilaterally alter the terms by providing you with notice by email. These types of service contracts typically have such terms.
The Facebook forum doesn't prevent a contract from being formed. But, for a contract to be formed there must be an affirmative agreement, not silence (at least in cases that aren't between merchants). If they later decide to work together without reaching an agreement on the details, the draft contact could be considered, but the Facebook forum for its delivery and that fact that it wasn't expressly assented to might reduce its weight as part of the evidence in an attempt to determine what the terms of their oral or implied agreement to work together involved. It would be very unusual for a broker not to get a signed agreement in writing to pay his fees, although an oral or unsigned agreement to pay a broker is not necessarily barred by a statute of frauds. A finder of fact would be quite skeptical of a broker's claim to have an agreement in those circumstances and often the professional regulatory provisions related to brokerages would require that fee agreement must be signed and in writing even if contract law does not require that this be done.
Since you are 17 years old, any contract that you sign is according to US law voidable by you or your guardian until some time after you are 18. So if he tries to sue you, you can just void the contract and he has no leg to stand on. The money he paid you is just bad luck for him. He won’t have any copyright or license to use your code in that case. BTW. You have a verbal contract which is quite valid. With no other evidence, any court would assume that the contract was that you delivered what you delivered, that he has a license to use the code, and he paid the money that he paid. If you void the contract, he has nothing.
Ignoring morals, is there legal obligation for him to attempt to return the refund? No, but he must pay for the goods if the supplier asks. Does this fall under unjust enrichment? No. This is simply a contract law issue. The person is contractually obliged to pay for the goods and, in the present circumstances, they haven’t done so. If so, to what extent must he try? He doesn’t have to make an active effort to pay but he can if he likes. However, if and when the vendor realises their mistake and asks for payment, it must be made in a reasonable time.
No You can outsource if you don't disclose Confidential Information (as defined in the agreement), or if you have the principal's permission to disclose it to the third-party contractor. The clause only applies to confidential information - a subset of all information. I know that independent contractors should have the freedom to complete the work in whatever way they want Not at all. George Clooney, the actor, is an independent contractor - he can't outsource. Of course, this is an example of a personal services contract but, more generally, while the starting position in contracting is that either party may delegate their obligations (although they remain responsible for them) the parties are free to structure their contract however they like. If they want to prohibit outsourcing, they can. If they want to specify that certain personnel must be used (or not used), they can.
It is the tenant's responsibility to understand the written contract. Oral statements about the contract do have to be consistent with the written contract (that is, in the context where you ask the landlord what a particular clause means before signing -- not in the case where you are modifying an existing contract). If I were renting a room and the contract says "Du må betale $1000 hver dag", which I don't understand because my Norwegian is terrible, I would ask about this, and the landlord might say that it means "You must pay $1000 every month", which could be a decent deal. Actually, the clause says "You must pay $1000 every day". When the reality of the situation becomes clear, then it is obvious that we didn't have an agreement in the first place. Perhaps he mis-spoke, or his English is as bad as my Norwegian, but I would not be held to rate in the written contract, assuming that I could back up my claim that he gave me that interpretation: the lease would probably be voided, as not an actual agreement. The underlying principle is that there has to be a "meeting of the minds" where the parties understand what they will get and what they must give, and there was a demonstrable failure of understanding. On the other hand, if I sign a contract without really reading it carefully, and there is a clause in English (which I speak) saying that I have to pay $1000 a day, but I didn't really think about the clause so that in a sense I didn't understand what I had agreed to, well, I may still be on the hook. (On the third hand, a court would probably say that's a ridiculous rent and void the contract on policy grounds). In general, "not my first language" is not a get-out-of-contract card, though attempts to trick people into signing documents in languages that they really have no understanding of won't be successful. Virtually nobody but a lawyer actually understands contractual language, yet contracts are enforced all the time. A contract can be explicitly modified by verbal agreement, or can be entirely verbal, but oral agreements face evidence problems, namely, what exactly did A and B say? It's scientifically well established that parties can be morally certain that the conversation went "A" (for one person) and "Not A" (for the other person). Using "could" rather than "would" in speech makes a huge difference in interpretation. There is a rule, the parol evidence rule, which essentially says that unless there is a good reason to not do so, the contract as written is what is enforced. Even if the conversation had been written into the contract, there's no basis in the contract for objectively determining whether a thing is old and "just broke". So even as an additional clause in the contract, it doesn't afford you a clear escape hatch. You might be able to prove with expert testimony that indeed the pipes had been corroding for a hundred years, and you could not have caused the pipes to burst.