Contract drafting and review for precision.

Contract ?

Basic of Contract Drafting

Business Contract Review

Steps in drafting a contract

Contract ?

   A contract is a legal activity, also known as a “juridical act,” between two or more parties to establish rights, duties, and obligations binding them legally or serving as evidence to each other.

   Engaging in contracts is closer to everyday life than one might think. In our daily lives, we enter into numerous contracts without even realizing it. For example, when we go to eat at a street-side food stall, the process of the contract begins as soon as we raise our hand to order food. The vendor prepares the food for us, and when we finish eating, we pay for the meal. Another example is when we hail a taxi to take us to a shopping mall. When we arrive at our destination, we pay the fare as indicated by the meter.

   Do you see, sir, how contract matters can be “closer to home” than you think? For example, the rice we order may not be what we expected, the vendor may charge us more than we understood, or the taxi driver might take us somewhere unknown, or the meter may charge us more than indicated. Even small issues like these can cause headaches. And when it comes to bigger, more complex, and official matters, without a written contract as evidence, resolving disputes becomes even more difficult and headache-inducing.

Basic Of Contract Drafting

   Not everyone has access to a lawyer or legal advisor, so today I will teach you the basics of “drafting a contract” in case you don’t have the budget to hire a lawyer, or if you want to be able to review contracts drafted by the other party yourself.

   “Party” the first thing to grasp is clearly identifying who our party or contracting party is. The first party is ourselves, and the other party is the person with whom we are going to enter into some form of agreement. This is crucial because if we allow the other party to appoint someone else to enter into the contract on their behalf without proper legal authorization, if they breach the contract, we may not be able to demand anything from them.

   Therefore, it is important to clearly outline the details of each party involved before proceeding with the content. Each party should be represented clearly, such as “Party 1” and “Party 2.” Here’s an example:
“Mr. Sitthipong Chobkinpla, with Thai ID Card Number x-xxxx-xxxxx-xx-x, residing at [address] (hereinafter referred to as “Party 1″) and [Name of the other party]…”

   “Assigning Responsibilities” involves specifying the tasks and obligations of each party involved. For instance, in a contract for buying and selling a house, the buyer must make the payment, while the seller must transfer the property rights. It’s crucial to clearly define these responsibilities without ambiguity or unnecessary words to minimize misunderstandings or conflicts. It’s advisable to use straightforward and easily understandable language.

   After specifying all the details, each party should sign the contract to serve as evidence that they have agreed to the terms and conditions outlined in the contract. It is recommended to have at least two witnesses present. The reason for recommending witnesses is because certain types of contracts may legally require witnesses. Additionally, having witnesses ensures reliable testimony in case of disputes or legal proceedings. Remember, having two witnesses is always better than relying solely on memory.”

   Here are the 3 key points in drafting a “basic” contract, which is suitable for less complex matters. However, if the contract to be made is governed by “specific legal provisions” or is a “business contract,” it is advisable to consult a lawyer beforehand.

Business Contract Review

   Reviewing business contracts is crucial as business owners often have to sign numerous documents for customers, partners, or even their own employees. Therefore, it is advisable to have an in-house legal team to review these matters before signing, or to consult with lawyer.
However, if self-review of contracts becomes necessary, I have some recommendations for “business contracts.”

1.”Checking contract parties” is essential to ensure that the individuals signing the documents today are related to their respective companies. Always specify the names of the signatories and not just the name of their company. This is important because there may be cases where the signatories do not have the authority to sign on behalf of the company.
Here’s how to verify:

– Visit the website of the Department of Business Development.
– Enter the company name spelled accurately.
– Check if the names of the company directors match the ones listed in front of us.
– If they match, then it’s good to go. If not, they must have a power of attorney from the directors.

2.”Check the terms and conditions” to understand what needs to be done in order to receive compensation and anticipate potential scenarios in advance. Determine who will be held responsible for which aspects in the event of any issues. If there are still unclear parts, clarify them before signing.

3.”Termination the Contract” is a crucial aspect often overlooked in self-drafted business contracts. It’s important to check whether this aspect has been addressed. If not, it should be included.
The key consideration is how one party can terminate the contract if needed. Once termination conditions are established, determine if the contract can be terminated immediately or if there’s a waiting period to prevent damages. Additionally, clarify if the other party can terminate the contract if there’s a breach, and if so, whether they must provide an opportunity to rectify the breach first.
This is just a basic guide to reviewing business contracts. If you feel that the contract you are working on has high value and stakes, I recommend consulting with a lawyer before proceeding.

Steps in drafting a contract

   Finally, if you have to create a contract, here are the steps you should follow:
1.Record the agreed-upon terms and conditions.
2.Gather all relevant documents as much as possible.
3.Check if the law requires a specific format for the contract. If the law mandates a specific format, consult a lawyer immediately.
4.If there is no specific format required by law, you can draft the contract.
5.Review the draft again. If you find it confusing, consult a lawyer immediately.
6.Once you are confident with the draft, present it to the other party.
7.Sign the contract.
In conclusion, I would like to emphasize that “contracts are important.” If you have to enter into a contract with anyone, it’s always advisable to consult a lawyer to protect your interests.