Category: Contract Review

Oral modification of written contracts.

Many written contracts contain a provision to this effect: No supplement, modification or amendment of this Agreement shall be binding unless executed in writing by both of the parties hereto. Is this type of provision enforceable? In many instances, the answer is “no”. In Mississippi, “an oral modification may be made even where the contract [..]

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The blue pencil and noncompetes – time for a change.

We previously wrote here about non-compete agreements and here about non-solicitation agreements. In this post, we will address a concept known as the “blue pencil.” What is the blue pencil? As our prior article explains, in Mississippi, a non-competition agreement must be reasonable in scope. The term “scope” generally refers to (i) the time over [..]

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The implied non-solicitation agreement by S. Craig Panter

The implied non-solicitation agreement. In a previous post, we looked at written non-compete agreements and here about non-solicitation agreements. Today, we examine the concept of the implied non-solicitation agreement. How can the law “imply” the existence of an agreement? Mississippi courts have repeatedly stated that they will not create a contract that the parties did [..]

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Drafting contracts – – little words with big meanings.

This post examines a few contract phrases that lawyers may give little attention but that can have significant impact. Other good and valuable consideration. Every attorney has seen this phrase in either a contract, a release, or a deed. It has become commonplace for a legal instrument to recite that Party A is executing the [..]

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Family Businesses – Indemnification and Advancement Obligations in the Operating Agreement

When a family business operated as a limited liability company brings on professional management, the parties typically focus on items in the… Source: Family Businesses Should Carefully Consider Indemnification and Advancement Obligations Included In Limited Liability Company Operating Agreements – Mississippi Bar Newsstand – Powered by Lexology By Murtha Cullina LLP

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Forum Selection Clauses in Contracts

Contracts often contain a forum selection clause. The term “forum” means the place where any lawsuit about the contract must be filed. Forum selection clauses work in two ways. First, they identify the state in which the lawsuit must be filed. We call that a “location provision.” Second, these clauses identify which court in the [..]

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Should I guaranty my relative’s loan?

Your relative wants to borrow money and has asked you to guaranty repayment. Should you do it? Why does the Bank want a guarantor? Banks often require a third person to sign a guaranty when the borrower has bad credit or few assets. The bank wants someone with good credit and assets to assure repayment [..]

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