Learn the Art of Consulting with us First


Contracts have become a part of everyday life. Whether you realize it or not, we enter into contracts daily, many of which are written in brief statements such as "cardholder agrees to...." More often than not, contracts perform their functions silently in the background and more often than not, they're not even called "contracts."


If you've entered into a "Purchase Order", "Agreement", "Understanding", "Covenant", or "Arrangement", you've entered into a contract by any other name. Regardless of what it's actually called, and regardless of how long or short they are, true contracts all contain the same basic components: an offer, an acceptance of that offer, and an exchange of consideration (that is, money, a promise, etc.)


Some contracts are difficult to understand without the help of an attorney. Others can be deceptively simple. Our firm has worked with numerous clients who thought that their contracts were simple enough to not require attorney review. One of our clients entered into construction contract that contained a termination clause that was almost impossible to comply with: though the contract called for completion of construction within 12 months, if notice of termination wasn't given within a 10 day period occurring 14 months after ground was broken at the site, then the contract couldn't be terminated until two years after ground was broken at the site.


That meant that the client's funds could be tied up for two years before a final product was delivered and there were no penalties for late delivery. Though we were able to assist the client in achieving some concessions, we could have helped in avoiding the problem entirely through negotiation or by, at a minimum, pointing out the importance of the impossibly strict termination clause.


Unfortunately, in most cases, by the time that you learn that a contract's terms are not in your favor, it is often too late to negotiate any changes. Once a contract is properly executed, the odds are high that it will cost you to break that contract if you can at all. The Smeberg Law Firm, PLLC can assist you with identifying what terms of a contract can be negotiated and what changes would better serve your interests.


Regardless of whether a contract's terms are negotiable or not, making an informed decision before entering into an agreement is critical, and we can provide you with a better understanding of what you're agreeing to and what your rights will be if there is a dispute. Knowing what you're up against early on can save you a lot in the long run both with peace of mind and money.

Contract interpretation and negotiations that we have assisted with include:

  • Employment Agreements

  • Officer and Director

  • Physician Employment Contracts (with or without Partner buy in)

  • Severance Packages and Agreements

  • Residential and Commercial Real Estate Purchase and Construction Contracts

  • Residential and Commercial Leases (with and without Build-out provisions)

  • Contractor and Subcontractor Construction Agreements

  • Architectural Agreements

  • Management Agreements

  • Physician Practice Management Agreements

  • Capital Funding Arrangements

  • Interest Purchase Agreements

  • Buy-Sell Agreements

  • Media Distribution Agreements

  • Stadium and Event Lease Agreements

  • Program Purchase Agreements

  • Treatments and Business Plans (for Film and Sporting Events)


Drafting Contracts: Accomplish your goals without excess language

Our strength in negotiating contracts and agreements stems from our experience in creating them. We believe in drafting contracts that accomplish your goals without containing provisions that you don't need and in delivering those documents in a timely manner. Contracts shouldn't be judged by the weight of the paper they're made of but by the strength of their contents.


Unfortunately, time sensitive documents often draw too much from templates that were drafted for a particular time and situation without appropriate customization for the situation at hand. We believe in drafting agreements that are carefully tailored to meet your specific needs while ensuring the highest level of protection.


While we will draft agreements that contain terms in your favor, our business experience has taught us that fairness plays a significant role in quickly sealing the deal. We believe in the artful balance of favorable and fair terms that are less likely to be the subject of protracted and pointless negotiation rather than engage in the drafting of entirely one-sided contracts. At the end of the day, moving forward with a sensibly drafted agreement allows each party to accomplish the purpose of the contract without expending resources needlessly.


Moreover, contracts that treat the parties with a degree of fairness are far less likely to be the subject of future disputes and are much more likely to withstand claims of fraud prior to the entry of the agreement or material unfairness that should be modified in the interest of justice.


Our experience includes agreements big and small across a broad spectrum.

Agreements we have drafted include:

  • Asset Purchase Agreements

  • Employment Agreements

  • Non-Disclosure Agreements

  • Employee Handbooks

  • Management Agreements

  • Sports and Entertainment

  • Appearance Agreements

  • Complex, high dollar Sponsorship Agreements

  • Complex, high dollar Rights Licensing Agreements

  • Production Agreements

  • License and Promotion Agreements

  • Merchandising Agreements

  • Complex, High Dollar Alliance Agreements

  • Corporate Governance

  • Operating Agreements

  • Corporate Bylaws

  • Partnership Agreements

  • Entity Transitional Documents

  • Articles of Dissolution

  • Articles of Merger

  • Articles of Conversion

  • Business Plans and Proposals

  • Private Placement Memoranda

  • Promissory Notes (including Revolving Lines of Credit)

  • Fund Contribution & Financing Agreements

  • Severance Agreements


Please call us today at 210-695-6684 for experienced contract consultation and contract drafting.

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