Written Contractual Term

A Written Contractual Term is a express contractual term within a written contract (that specifies a contractual condition, contractual obligation, or contractual right).

• AKA: Written Clause, Written Provision.
• Context:
  • It can range from being an Enforceable Written Contractual Term, which is legally binding and must be adhered to by all parties, to being an Unenforceable Written Contractual Term, which cannot be legally enforced due to reasons such as vagueness, illegality, or lack of consideration.
  • It can range from being a Written Contract Condition Term, which is essential to the contract's core obligations, to being a Written Contract Warranty Term, which is less critical and typically addresses minor aspects of the contract.
  • It can include Written Contract Exclusion Terms, which attempt to exclude or limit liability, or Written Contract Inclusion Terms, which explicitly ensure certain liabilities or obligations are covered under the contract.
  • It can range from being a Fair Written Contract Term, promoting balance and reasonableness in the parties' rights and obligations, to being an Unfair Written Contract Term, which may create significant imbalances to the detriment of one party.
  • It can (typically) be subject to interpretation under the doctrine of contra proferentem when ambiguities arise, especially if the term favors the party who did not draft it.
  • It can (typically) support the need for all parties have a clear and mutual understanding of their rights and obligations, and serves as a key reference in resolving disputes.
  • ...
• Example(s):
  • A Lease Agreement that specifies the monthly rent amount, payment due dates, and conditions regarding the use of the property.
  • A Service Contract that outlines specific performance metrics, responsibilities of each party, and penalties for non-compliance.
  • An Employment Contract that details job responsibilities, salary, benefits, and termination conditions.
  • ...
• Counter-Example(s):
  • Oral Contractual Terms, which involve agreements made verbally and not documented in written form.
  • Implied Contractual Terms, which are not explicitly documented but inferred from the conduct of the parties or the nature of the agreement.
  • Contract Expressions of Goodwill, which are often informal understandings that do not constitute binding contractual terms.
  • ...
• See: Contract Enforcement, Statute of Frauds, Contract Interpretation, Documentary Evidence, Legal Agreement, Binding Provisions, Enforceable Terms.

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References

2024a

• (ChatGPT-OpenAI, 2024) ⇒ Prompt: Summarize the concept Written Contractual Term in 1- 2 paragraphs. ChatGPT (model:gpt-4o). Retrieved: 2024-09-01.
  • QUOTE: A written contractual term refers to a specific provision or condition that is expressly included in a written contract. These terms outline the duties, rights, and obligations of each party involved in the agreement. Written contractual terms are crucial as they provide clarity and serve as a tangible reference, reducing the potential for misunderstandings or disputes. They can cover various aspects such as payment terms, delivery schedules, confidentiality requirements, and liability limitations. Because they are documented, these terms are generally easier to enforce legally compared to oral agreements.

    Moreover, written contractual terms can vary in their significance. Key provisions often include promises that are fundamental to the contract’s purpose, while ancillary terms may address supplementary issues. The interpretation of these terms is governed by contract law, and courts typically look at the plain and ordinary meaning of the words used in the contract. Any ambiguity in the terms can lead to potential litigation, so precision in language is highly valued. Overall, written contractual terms are foundational elements that help in structuring a clear and enforceable agreement between parties.

2024b

• (US Legal, 2024) ⇒ https://definitions.uslegal.com/w/written-contract/ Retrieved: 2024-09-01.
  • A written contract as the name suggests, is a contract whose terms have been reduced to writing. Written contracts are also commonly signed. However, a written contract may consist of an exchange of correspondence, a letter written by the promisee and assented to by the promisor without signature, or even a memorandum or printed document not signed by either party. Statutes relating to written contracts are often expressly limited to contracts signed by one or both parties. Whether such a limitation can be implied when not explicit depends on the purpose and context.

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