What are contracts? Contracts are the basic backbone of business law. Contracts are how businesses consensually determine their economic relationships. The law will generally enforce contracts (absent capacity or legality issues).
What does it take to create a contract? Nothing special, generally. The essential elements are:
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Offer. |
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Acceptance. |
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Consideration or detrimental reliance. |
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Capacity of the parties to contract. |
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Legality of the contract. |
Sometimes contracts have to be in writing. Sometimes they have to be witnessed. Sometimes they have to be acknowledged before a notary public. Sometimes they have to be registered with a special office. A contract is created whenever the parties intend to be bound by their agreement.
Common examples of contracts are:
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Supply contracts. |
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Employment contracts (which can include a shareholder agreement). |
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Non-competition agreements (sometimes called "non-compete" agreements). |
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Shareholder agreements (which can include a purchase and sale of stock provision). |
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Voting agreements. |
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Purchase and sale agreements. |
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Standard form contracts. |
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Sales representative contracts. |
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Agency agreements. |
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Distributorship agreements. |
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Franchise agreements. |
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Powers of attorney. |
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Leases (of both real property and personal property). |
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Mortgages. |
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Real estate deeds. |
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Insurance. |
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Checks (commonly called "drafts"). |
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Promissory notes. |
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Loan agreements |
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Security agreements. |
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Guarantees (which may be collateralized separately from the principal's debt by a mortgage or personal property). |
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Software licenses (including "shrink-wrap" and "click-wrap" software licenses). |
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Treaties (agreements between countries - pacta sunt servanda). |
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and the list just goes on and on. |
Can a contract be made through email communications? Absolutely, just as contracts can be made by an exchange of letters. We have written a great deal on this point, such as "Does Computer Stored Data Constitute a Writing for the Purposes of the Statute of Frauds and the Statute of Wills?" 9 Rutgers Computer and Technology Law Journal 93 (1982) and "Transborder Data Flow: Public and Private International Law Aspects," 6 Houston Journal of International Law 159 (1984).
While these general principals are easily explained, they can be difficult to apply to a particular set of facts, which is why it is helpful to have a lawyer who is familiar with the details of contract law. Contracts may be taught in the first year of law school, but you can't learn all about contracts in law school.