Can My Florida Business Be Sued by a Vendor Without a Contract in Place?

By mlgbusinesslit, In Business Law, 0 Comments

What Constitutes a Contract in Florida?

At MLG Business Litigation Group, our Florida attorneys know that as a business owner, you are responsible for limiting risk and ensuring the company runs smoothly.

To succeed, you partner with vendors that provide necessary assistance and support in several ways, including providing goods, services, or other operations outside of your business’s expertise.

For this reason, it is vital that vendor contracts are put in place to ensure your contractors fulfill their essential roles, and to protect your business interests when they do not.

Without vendor agreements in place, it is still possible for your company to legally pursue the vendor for falling short of your verbal or electronic agreement, but it is also possible for the vendor to sue your company for failing to uphold the agreed-upon terms.

Here is what Florida business owners need to know about vendor agreements.

What is a Vendor Agreement?

A vendor agreement or contract dictates the relationship between your business and the vendor.

This contract outlines what the vendor provides, and how your company pays for the goods or services delivered.

More importantly, vendor contracts provide the legal details that outline what happens when one party fails to uphold their end of the agreement, which could include arbitration or litigation clauses.

Vendor agreements are typically most valuable when something goes wrong, so both parties know who is responsible for resolving the issue.

That could include outlining terms and conditions for:

  • Obligations of the parties
  • Rights of the parties
  • What constitutes a breach of contract
  • Remedies in the event of a breach
  • Arbitration or mediation provisions
  • Termination provisions

When a vendor agreement or contract does not exist, and a vendor believes your company did not fulfill its obligations, they have the option to sue for damages.

What Happens if No Vendor Contract is in Place?

While all vendor contracts and agreements are unique to the parties involved, the lack of one also presents challenges for both parties.

The law creates a contract based on the conduct of the parties and the parties’ understandings.

For example, if two parties exchange emails that agree to a transaction, but did not physically sign a contract, their conduct, agreement, and performance may form an enforceable agreement.

If the vendor provided goods or services to the business and the business did not pay for the deliverables, the vendor would have the ability to bring a claim against the business.

The issue becomes, why the business did not pay. If the business accepted the benefit of the vendor’s deliverables, it is reasonable for them to pay for the goods or services and would be unfair if they did not.

However, there are circumstances where businesses do not pay, including they did not get what they asked for — even without a contract in place. Were there delivery delays? Missed deadlines? Was the product inferior or different than what was agreed upon?

This becomes a legal issue and will require the help of a skilled business litigation attorney in Florida to protect your best interests.

Contact MLG Business Litigation Group in Florida for a Free Case Assessment Today

If your business is being sued by a vendor for breach of contract, or a dispute arising without an agreement in place, contact our Breach of Contract Litigation attorney in Florida today at 866-275-9595 for a free case evaluation.

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