Legal Question in Business Law in California
Contract Term
I am interpreting a contract which
says the duration is ''until modified
by mutual agreement of the parties.'' What effect does this
have on the obligation of the
parties? This is an affiliation
agreement between two unions
with significant monetary
obligations involved. The
agreement is 20 years old.
2 Answers from Attorneys
Re: Contract Term
If there is significant money involved, dont try to do this without a lawyer - it is like performing surgery on yourself - it is a guarantee that you will make mistakes that will cost you. I deal with contracts on a regular basis, and would be happy to take a look at your agreement. Let me know if you want my help.
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Re: Contract Term
Interpreted literally, the clause makes the agreement permanent unless and until both parties want to change it. The "change," of course, could be to terminate the agreement. Unless there is another clause providing an alternate path to termination, it looks to me as though mutual consent of the parties is required to modify or terminate the agreement.
Another ground for termination might be a material breach by the other party; whether or not the agreement specifies that this is a ground for termination, material breaches will excuse the non-breaching party from further performance, and this will effectively terminate the contract.
Finally, various laws place outer time limits upon certain types of agreements including those affecting the marketability of real property and the duration of leases. Possibly one or more of these laws or policies would affect the duration of this contract.
I agree that interpretation of contracts is best left to an attorney with experience in that field of law.
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