A contract is a promise, or set of promises, for which the law provides a remedy in the event of a breach. In short, a contract is a legally enforceable promise.

What are the requirements for proving a contract?

A contract requires an offer, acceptance, consideration, and sometimes reliance by one party.

Are there valid excuses for breaching a contract?

Yes, such as prior breach by the other party, frustration of purpose, or impossibility of performance.

What damages are available for breach of contract?

Compensatory damages are typically awarded to put the injured party in the position they would have been in without the breach.

Bylaws are internal rules that define how a company operates, including governance and shareholder rights.

FAQs

Q: Does a contract need to be in writing?

In many cases, no. However, oral contracts are harder to prove. Certain contracts must be in writing to be enforceable under the Statute of Frauds.

Q: What does it mean to breach a contract?

A breach of contract is the failure of a party to meet one or more obligations set out in the contract without a legal excuse.

Q: How is a breach of contract established?

You must prove a valid contract existed and that one party failed to perform their obligations.

Q: What are the obligations of the non-breaching party?

The non-breaching party must mitigate damages by taking reasonable steps to reduce financial harm.

Q: What is business law?

Business law governs commercial activities, protects rights, resolves disputes, and regulates interactions between businesses and individuals.

Practical Answers for High-Stakes Business Decisions

At Calkins Law Firm, we believe that informed business owners make the best clients. Navigating the complexities of corporate law, mergers and acquisitions, and high-stakes litigation requires more than just technical knowledge—it requires a strategic partner.

We have curated this library of Frequently Asked Questions to provide immediate, high-level clarity on the legal concepts that impact your bottom line. While these summaries offer a foundation, every transaction and dispute is unique. When you are ready for sophisticated advice tailored to your specific goals, our team is here to deliver the elite counsel your business deserves.

I. Contract Law Essentials

What is a contract?

Does a contract need to be in writing?

What does it mean to “breach” a contract?

What are the requirements for proving the existence of a contract?

How is a breach of contract established?

Are there legitimate excuses for breaching a contract?

What damages are available for a breach of contract?

What are the obligations of the non-breaching party?

The non-breaching party has a legal duty to "mitigate" damages. This means they must take reasonable steps to prevent the situation from worsening or causing additional financial harm.

Example: If a mechanic fails to replace your brakes, you can hire a new mechanic and recover that cost. However, you cannot knowingly drive the vehicle without brakes, get into an accident, and then attempt to recover the costs of the accident from the original mechanic.

What are by laws?

II. The Importance of Business Law

What is business law and why is it important?

Business law is the body of regulations that protects rights, maintains order, resolves disputes, and establishes standards for how businesses interact with individuals and government agencies.

Our Approach as Business Lawyers

Ideally, clients engage us in the early stages of launching a new business. We assist in structuring, negotiating, and documenting all key relationships—including those with employees, contractors, investors, lenders, and landlords. Thorough planning prevents misunderstandings and litigation. However, we recognize that entrepreneurs are often pressed for time; our role is to help resolve issues effectively even when relationships were established in a hurried or improvised manner.

Key Areas of Impact:

Compensation Issues: Business law manages the complex landscape of salaries, bonuses, and employee benefits. Calkins Law Firm ensures clients comply fully with compensation laws, preventing costly violations and disputes.
Shareholder Rights: We safeguard the rights of company shareholders, handling conflicts related to minority interests, constitutional documents, and resolution by arbitration.

Business Formation: Starting a business involves navigating leases, permits, and entity selection. Our attorneys guide companies through these requirements to ensure operations are established successfully and in full compliance.

III. Business & Investment Glossary

What is an angel investor?

What is venture capital?

What is a business incubator?

What are private equity funds?

What is an investment bank?

What is a board of directors?

What is market capitalization?

What is an offering?

What is working capital?

What is a startup?

What is collateral?

What is secured debt?

What is a warrant?

What is a "jump ball"?

Ready to Protect Your Business?

A well-drafted contract or a strategic litigation plan is an investment in your company’s future. If you are facing a business dispute or preparing for a major transaction, don’t navigate the legal landscape alone.

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