How can an un-enforce-able contract still be valid? I don't understand how a contract can be UN-enforce-able, but still valid? Doesn't &quot;uN-enforce-able&quot; mean &quot;invalid&quot;? Presuppose that your surgeon doesn't email with patients, you formed an oral contract with the Dr perfectly, and you recorded it as a WAV audio file. Indubitably it's a valid contract, and evidenced electronically or digitally – but not in writing. But if the audio file is un-enforce-able, then your WAV file is useless! As we have already seen in Chapter 1,1 the general principle is that contracts may be made entirely orally, no matter how valuable or important the subject matter of the contract may be. However, there are some exceptions to the general rule that no written formalities are required, and this chapter will examine two classes of contract. The first encompasses particular categories of contract which must be in writing as a result of legislation. The second concerns certain types of contract which are not enforceable unless evidenced in writing. It should be noted straight away that there are important differences between the two classes. As regards the first, the ‘contract’ will be void if not in writing. But as regards the second class of contract, any contract will be valid but simply unenforceable if not evidenced in writing. This means that, where a contract is made orally, neither party can sue on it unless and until a party can produce the appropriate written evidence of it. Such evidence may come into existence after the contract has been made. JC Smith's The Law of Contract 2021 3 ed, p 115.
Wiipedia says - An unenforceable contract or transaction is one that is valid but one the court will not enforce. Unenforceable is usually used in contradiction to void (or void ab initio) and voidable. If the parties perform the agreement, it will be valid, but the court will not compel them if they do not. In a quiz card about U.S. real estate law I found: An oral contract to convey an interest may meet the five conditions for validity, but a court will not order a defaulting party to perform. However, if the parties do perform, the contract is executed and cannot be rescinded under the Statute of Frauds. It looks like if there is performance of both parties of a valid but unenforceable contract, the contract can't be undone or rolled back by action of law.
Do newer contracts superceed prior ones? It depends on whether the contracts conflict with each other. That is why many contracts contain language akin to &quot;This contract supersedes and replaces any previous or contemporaneous agreements between the parties&quot;. The parties would need to adapt such clause if the contracts are compatible and they intend to maintain them. I have seen many contracts saying tgis &quot;this will happens unless agreed in writing to do something else&quot;.However many contracts do not have this in written. The main purpose of that language is to specify that any amendments to the contract shall be in writing. That precaution makes it easier to ascertain whose version of the contract is binding, such as where party A alleges an oral amendment and party B denies that such amendment was agreed upon. Your outline of the agreements between A and Z is incomplete. At the outset, the contracts are not necessarily incompatible: The first contract does not provide a deadline for payment; it is unclear when the 2nd contract will be in force; there is not enough information to discern whether the 2nd contract is an amendment of the 1st one, or an independent agreement involving unrelated considerations; there is no indication that the 2nd contract replaces and supersedes the 1st one; and if Z is the draftsman in both contracts, the doctrine of contra proferentem could favor A's legal position. Therefore, the matter of superseding contracts depends on various factors.
If a contract was signed due to economic duress, is it void or voidable? No. Economic duress is not a ground to find that a contract is void or voidable. is it automatically void or is it voidable by the victim if they choose? Some kinds of conduct do give rise to a duress defense to a contract (e.g. a threat of violent conduct directed at the other party to the contract or someone connected to them which also constitutes criminal extortion), and while I'm not familiar with cases specific to illegal economic duress as defined in the question, usually, duress that is an affirmative defense to contractual liability causes a contract to be voidable but not void. I can't recall ever seeing anyone prevail on an affirmative defense of illegal economic duress, although I recognize that such cases exist in circumstances that include the conditions described by the question (i.e. in circumstances where the economic pressure applied arose from or involved illegal conduct by the party seeking to enforce the contract). Can the victim choose to enforce the contract if s/he so wishes? A victim of conduct that makes a contract voidable can generally enforce a voidable contract. In contrast, no one can enforce a void contract (e.g., if it is void due to illegality or because the person who supposedly assented to it didn't execute it knowing that it was a contract which is called fraud-in-the-factum). What if the victim only wants to enforce certain parts of the contract (assume the contract contains a clause stating that if one clause is unenforceable it shall shall not prevent other clauses from being enforced)? Does the victim have the option to enforce specific parts? Generally not. One exception is the &quot;severability&quot; doctrine is applied to arbitration clauses in contracts that are voidable as a whole due to the existence of an affirmative defense. The doctrine will allow such contracts to be subjected to arbitration, unless there is a problem specific to the arbitration clause, even if there is an affirmative defense to enforceability of the contract, such as duress, that otherwise renders the contract as a whole voidable.
The law often provides a default which a contract can modify. For example, the law might provide that a lease can be terminated on 30 days notice, but the parties could agree on a different notice period, which would control. But a contract cannot be for an illegal result (or if it is, it will not be enforced by a court). Nor can a contract modify positive legal provisions which are specified as absolute. For example in some US states a consumer sale includes an implied warranted of merchantability, and this cannot be waived or modified by contract. Or the law in some cases gives a period, perhaps three days, within which a party has a right to cancel without penalty. This generally cannot be shortened by contract. There are various reasons why laws provide terms which a contract may not overrule. In many cases it is because one party is perceived as being in a stronger position and might be inclined to take unfair advantage. This is the case with much consumer protection legislation. In other cases it is to society's advantage if there are uniform terms and standards known to all, which cannot be varied by contract, so third parties do not need to check for contract terms. For example, US copyrights always expire on the last day of a year, and no contract can modify this. For another example banking law specifies the position and format of account numbers and routing numbers on a check, and a customer may not contract with a bank for a different format. I do not know if the EU refund law provides a default which can be modified, or an absolute rule which cannot.
That's the entire point of a summary proceeding. You're allegedly found committing an offence, that isn't worth the court's time to hear but nevertheless requires some penalty. The only way to "unambiguously deny liability" is by requesting a hearing and denying liability in the notice of this. The court doesn't care what you say to everybody else, it cares what you say on its record. The reasoning is, if you're so sure you're not guilty of an offence, why haven't you sought to argue this in court? And if you weren't committing the offence, why did the informant serve the infringement notice in the first place? The act is not silent at all on this. If you don't request the hearing and serve such notice by the date required, you are liable to enforcement action - whether you deny liability out of court is irrelevant.
The first thing you need to do is establish if the arrangement that you have with the person is a contract or not. In summary a contract requires: Intention to create legal relations. Note: social and family agreements are presumed not to have this intention. If you have given money to a friend or relation, then the onus is on you to show that you both intended to be legally bound; otherwise the money is legally a gift. Agreement Consideration Legal Capacity Genuine Consent Legality of Objects If you do not have a contract then your best course of action is to write the money off and get on with your life. If you do have a contract then, depending on the amount of money, your best course of action may be to write the money off and get on with your life. If you decide not to do this then you need to determine what the terms of the contract are. That is, what did you agree to do and when and what did they agree to do and when. If you do not have these written down in a signed document then your best course of action is to write the money off and get on with your life. Verbal contracts are as legally binding as written ones but it is a bugger to determine what was actually agreed. If you can determine what the terms of the contract are; has the other person broken any of them? For example, unless the contract says they must: show you what they've used the funds for show you the progress that has been made, and not live extravagantly (this would possibly be void term anyway for uncertainty or meaninglessness) then they do not have to! If they have (or there is a reasonable belief that they will) breach the contract then you can: Affirm that the contract continues Terminate the contract Repudiate the contract (i.e. there never was a contract) Seek an order for Specific Performance Seek an injunction Seek damages
Law does not have an all-encompassing syntax and structure that, if not followed, makes it null and void. If a reasonable person could determine that (in the example of the sign you have) you are required to get written permission from any or all of the Paulding County Commissioners, then the sign is enforceable. I honestly don't see anything wrong with the sign you are displaying, it is reasonably clear. If, for example the notice contains an ambiguity or unclear phrase, the &quot;spirit&quot; of the law or sign is upheld. If the sign had said something to the effect of &quot;No trespassing without permission&quot;. It doesn't say who you need permission from, but you can reasonably ascertain that you must have permission from somebody in control of the land. There is no line in the sand here. Often when a dispute in a contract comes up where it could be interpreted more than one way, it is often interpreted in favor of the person who did not write the contract. &quot;Offer ends October 30 or while supplies last&quot; Isn't really &quot;ill-phrased&quot; either. I assure you that those statements are vetted by highly paid lawyers from many jurisdictions. I'm not sure what &quot;nonsense&quot; you would be referring to in there. If the vendor runs out of promotional materials the promotion ends... If they had said &quot;free hats to the first 100 customers on December 31st&quot;, you can't show up as the 101st customer and demand a hat, nor could you show up on January 1st (even if there were not 100 customers the previous day) and demand one either.
The CEO, with his lawyer have tried to convince me that this only apply to current client and any past clients that I have work on. Is this true? No. It will be true only if they make that clarification in the clause or a properly added amendment. The clause currently has no indication that it is limited to "current client and any past clients that [you] have work[ed] on". The CEO's &amp; lawyer's refusal to amend the clause so as to make it consistent with their attempts [to persuade you] would be a red flag. Their inconsistent representations to you suggest that they are not planning to honor the covenant of good faith on which all contracts are premised. Should I expect the CEO to offer a fair contract or is this something you read and negotiate? You should require a contract that seems fair to you. And by "to you" I mean that it has to be in line with your expectations regardless of the average conditions in the labor market. Negotiations are not binding. They are merely a preamble to a contract, and that contract is binding. This is why you should reject a contract that falls short of your requirements. Some clauses are unlawful and/or void and unenforceable as unconscionable or for contravening legislation (unlawful clauses can and do arise even if drafted by attorneys). Thus, although you might not have to worry about those clauses in particular, the company's mere attempt to include them in a contract should alert you of the high risk of ending up with other abusive terms &amp; conditions which are binding and enforceable nonetheless.