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North Carolina Contracts

Contract: A promise or set of promises between two or more parties which outline each party’s rights and obligations.  Whether the contract is between a buyer and a seller, an employee and employer, two business partners, or a service provider and recipient, the contract governs the relationship and outlines the terms of the agreement.  A well written contract is often the linchpin of a successful business relationship, setting forth the expectations of each party, while also providing an aggrieved party legal remedies against the breaching party.

Frequently Asked Questions

1.  What are the elements of a contract?

In order to have a valid contract in North Carolina, there must be: an offer, an acceptance, along with consideration.  The parties must also have the capacity to enter into the contract.

2.  What is an Offer?

Terms expressed by Offeror, to the Offeree, for acceptance.  There must be a promise, undertaking or commitment by the Offeror, along with definiteness in the terms of the offer.  Finally, in order to be considered an “offer” it must be communicated by the Offeror to the Offeree.

3.  What is an Acceptance?

A clear, unequivocal and communicated indication of ascension to the offer presented by the Offeror.  Acceptance can be express (spoken or written) or implied (through conduct).

4.  What is Consideration?

Consideration is the bargained-for exchange between the parties which has some legal value.  Said differently, consideration is anything of value promised to another when making a contract.  There must be an exchange of consideration in order to have a binding contract.

5.  Is an Oral Contract enforceable?

In North Carolina, an oral contract is enforceable except in limited situations governed by the Statute of Frauds.

6.  What is a Breach of Contract?

A breach of contract occurs when one party to the contract has not honored one or more promises contained in the contract.  The broken promise must be material term of the contract to constitute a breach of contract.

7.  What is the Parol Evidence Rule?

When the parties to a contract reduce the contract to writing, with the intent that the written contract control the relationship, then any extra-contractual discussions or negotiations fail to be part of the contract and will not alter the written terms of the contract.

8.  What type of Damages are available, following a Breach of Contract?

In North Carolina, the following damages are generally available to an aggrieved party: Compensatory Damages and/or  Consequential Damages.  In certain circumstances, an aggrieved party may also be entitled to Punitive Damages, Nominal Damages and/or Liquidated Damages.

9.  What are Compensatory Damages?

Compensatory Damages represent the dollar amount sought by the aggrieved party which are the direct result of the breach of contract.  This is the sum that would make the aggrieved party whole, had the breach of contract not occurred.

10.  What are Consequential Damages?

Consequential Damages are the further monetary damages incurred by an aggrieved party which are the reasonably foreseeable result of the breach.  Consequential damages might include lost profits resulting from the breach, so long as it is reasonably certain that such profits would have been realized but for the breach, such profits can be measured with reasonable certainty and the lost profits were foreseeable at the time the contract was entered into.

11.  What are Punitive Damages?

Punitive damages is a monetary award exceeding the direct, compensable damage, which seek to punish the breaching party.  Unless aggravating circumstances exist, punitive damages are not awarded in commercial contract cases.

12.  What are Liquidated Damages?

Liquidated damages are damages that are agreed to by the parties during the formation of the contract which are designed to compensate an aggrieved party upon a specific breach.  Seen most often as a formula related to late performance of contractual duties.

If you have a legal issue which may require the assistance of an attorney, please contact the lawyers at Hannah Sheridan Loughridge & Cochran, LLP at 919-859-6840.