November 23, 2011

 

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Question

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Hi Ken,

Once again, thanks for the open forum. Great information and debates!

I will try to make this brief. Does calling a contract by another name cause any issues with enforceability? If it is called a 'proposal" or an "agreement" for example, does it effect enforceability? If the document is clearly a contract, must it be called a contract?

The reason I ask is this. We wish to combine the contract form and our standard proposal into one document. We will not modify your contract. We will simply attach or include our proposal page referencing the terms of the contract. One signature accepting the terms of the entire agreement. Our goal is not to hide the terms of the contract. We wish to make what we consider a "cosmetic" change.

What do you think?

P.S. We are looking to install, service and monitor ( both remote viewing and video verification) access control, gate and C.C.T.V. systems. What contract forms will we need?

Once again, thanks for the assistance.

Robert Garfield III, SET

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Answer

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It's not really what you call it as long as the terms of the document contain all of the elements of a complete deal. It most have all of the material terms. leaving nothing to additional documents or things to be agreed upon. That's why using a proposal that calls for the subscriber's acceptance is dangerous; the proposal rarely contains all of the protective provisions necessary in an alarm contract. Remember, the goal is to contract away liability for your breach of contract and negligent performance or negligent non performance. The word "contract" or "agreement" need not be the heading of the document. What's important is the terms of the document and that there be some place for consent; a signature.

The Standard Forms have separate contracts for CCTV monitoring and Access Control Administration. To combine those contact our Contract Administrator, Eileen, at 516 747 6700 ext 312.