Contract term clarification

kando

Free Member
Aug 26, 2006
32
0
I am on the brink on starting a new contract and, as such, need to sign my agreement to the contract terms.

I note the following:

9.1.4 In the event that AMS has grounds to terminate this Agreement under Clauses 9.1.3.7, 9.1.3.8 and 9.1.3.9, AMS will be entitled to treat such event as a material breach of contract and will be entitled to (i) withhold payment of any outstanding unpaid invoices issued by the Consulting Company to AMS, and (ii) have refunded to it within 5 Business Days of notice of termination being given all monies paid by AMS to the Consulting Company pursuant to this Agreement up to the date of termination.
Please can someone confirm to me the meaning of this

Many thanks,
AJ
 
I think you do do well to consult with a solicitor in respect of the entire contract.

Many contracts "as issued" contain clauses that are really a try on, but can usually be signed, and will be accepted, after striking out the nasties.
 
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I think it means you shouldn't sign the contract - at least that would be my reaction without seeing clauses 9.1.3.7, 9.1.3.8 and 9.1.3.9. Mind you I would think twice about signing any contract with that depth of sub-clauses:eek:
 
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Dunlop ruling wopuld apply here too. If there is a material breach of contract, then you can only claim for the liquidated losses, ie what it actually cost as a result of the breach.

Withholding a shedload of invoices in respect of a material breach would likely be unenforcable, but get it checked out as well.
 
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The whole contract needs checking out as much depends on the other clauses mentioned and the construction of the whole contract. We can offer this service by way of a review but that is a chargeable service.
 
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