Don’t Worry, It’s A Standard Contract

Don't Fall for the "Standard Contract" Myth

Recently, after having found the perfect premises for our new office, we were given a thick set of documents (the Tenancy Agreement together with all the “standard” terms and conditions) and were told, “Can you please sign here, here and here?” 

So naturally, as lawyers, it was an occupational hazard that we had to go through all the documents and the small fine print.

Given that it was late in the afternoon, the estate agent seemed anxious to “seal the deal” and said, “Don’t worry, this is a standard contract. All the tenants sign the same documents.” 

We smiled and continued reading…

Question to ask yourself: “How often have we “signed” documents without knowing the terms and conditions?”

  • Are you thinking to yourself –  “Well, this doesn’t apply to me. I don’t sign agreements often.”
  • Well, think again.
  • Would you be surprised to know that the average person signs around 12 agreements daily? 
  • This includes everything from contracts with your mobile service provider to membership forms for the gym. If you think you don’t sign agreements often, you will be surprised to know that most of us signing agreements without knowing that we have done so happens daily.
  • “Signing documents” includes imprinting your physical signature on a written document. 
  • It also includes situations when you click the “I AGREE” or “I ACCEPT” box.

What are the implications of your actions?

  • When you sign a document, you legally agree to the terms within.
  • By clicking on an “I AGREE” or “I ACCEPT” box, you legally agree to the terms.
  • By doing either, you are giving up some legal rights. For example, if you sign a contract and then change your mind, you may be unable to get out of the contract without facing legal ramifications.
  • Similarly, if you click on an “I AGREE” or “I ACCEPT” box, you agree that you have read and understood the terms and that you are legally bound to them.
  • “But that’s not fair!”
  • Unfortunate, but true!
  • Is there any way out of it?
  • Contracts are legally binding agreements between parties. However, in some situations, a contract may not be enforceable even if it is signed.

The following are some of the everyday situations in which a contract may not be enforceable:-

  • Illegal Contracts – An illegal contract is prohibited by law.
  • Unconscionable Contracts – The contract is so unfair that it would be against public policy to enforce it.
  • Exclusion Clauses – Exclusion clauses can render a contract unenforceable if they are unreasonable. Exclusion clauses seek to absolve one party of all or part of their responsibilities and are generally considered unfair by courts.
  • Induced Contracts – Induced contracts are not typically enforceable in court. One party may have been coerced or misled into entering the agreement. The most common example of an induced contract is based on misrepresentation.

So what should we do? It’s probably okay to let it go for minor matters. However, you must read and understand all the terms and conditions you agree to for more significant transactions. You might find some onerous clauses slipped into the “standard” agreement by reading the agreement. In such situations, you may negotiate with the other party to delete or amend the particular clause.

BASIC ACTION TIPS

  • Read the whole agreement – every clause in the agreement.
  • Do you understand what you are reading? If not, ask someone.
  • Is the clause acceptable to you? If not, try to get it deleted or amended.
  • Only sign the agreement if you understand, or the other party refuses to delete or amend the clause. Get proper advice before signing.

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