Q: Am I bound to an agreement that wasn't countersigned even if I signed, sent a 50% deposit, and work has started?
Agreement was drafted by other party, I signed (they never did), and I transferred 50% deposit and work started. Before it was signed, I indicated changes would likely have to be made on other 50% (over text, they agreed) and shared examples of what the client expected.
First 50% was of poor quality and was never fully finished. They disagreed and stated it was what I asked and that it was done and refused to make changes. The work was unusable according to my client. I had to redo it all from scratch and didn't use any of their work. I didn't want to pursue the work with them for the other 50% which was dependent on the first part that I could not use.
They now want to charge me for the remainder of the first part (although it wasn't finalized and deposit covers exactly 92% of its total cost), and a cancellation fee of 20% of the total project cost (which I informed was to be adjusted). They keep referring to the agreement as ground and fail to recognize any wrong-doing.
A: Have a lawyer review the contract and the facts to determine your rights and duties. More details are necessary to provide a professional analysis of your issue. The best first step is an Initial Consultation with an Attorney. You can read more about me, my credentials, awards, honors, testimonials, and media appearances/ publications on my law practice website, www.AEesq.com. I practice law in CA, NY, MA, and DC in the following areas of law: Business & Contracts, Criminal Defense, Divorce & Child Custody, and Education Law. This answer does not constitute legal advice; make any predictions, guarantees, or warranties; or create any Attorney-Client relationship.
A: You may have defense of “mistake”, interalia,; no meetings of the minds, to invalidate the agreement, or assert that your new added terms created a new offer and their starting to perform may be construed as their “acceptance” of your terms. With respect to your concern, they don’t need to sign the agreement to have a binding contract, because their performance is considered an “acceptance” and they are not contending it, anyway. You can stick to your terms and hold them responsible to reasonable performance. The information presented herein is for general purposes only. It is not intended to, and may not be construed as legal, tax or accounting advice. Neither is it intended for solicitation purposes. For specific advice, please consult an appropriate attorney in person. Good luck. Zaher Fallahi, Business and Tax Attorney, CPA.
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