Today’s Contract Caution: Dark Secret-Beware of who pays for Attorney’s Fees and Courts Costs in contracts. This clause is often weaponized by attorneys to beat the opposing party into submission because attorney’s fees often EXCEED the actual damages claimed by the party suing you. IF you believe you may be a defendant in a contract it is best just to scratch through this clause in a contract.
Today’s Contract Caution: Indemnification – essentially means you will pay the damages and cover the costs (attorney’s fees plus) of someone else’s lawsuit. They are shifting as much liability to you as they can. It is good to have an indemnification clause in your favor and bad if it is against you and perhaps ok if it is mutual. Our Mission-Add Real Meaning & Value to You. Remember, the Serpent is often in the details we don’t want to deal with.
Once upon a time, the issue came before us of a former spouse that was named as the sole beneficiary of her ex-husband’s Will and she was also named as his personal representative/executrix (the “CEO”) of his estate in his Will that he made/executed (i.e. signed and put into effect legally) prior to their divorce. The contingent beneficiaries in the Will were their children. The former spouse wanted to probate this Will as the executrix and turn the assets over to her (their) children according to the Will, BUT by law she cannot.
§43-8-137, Code of Alabama states in part: “If after executing a will the testator is divorced … the divorce revokes any disposition…of property made by the will to the former spouse, … and any nomination of the former spouse as executor, trustee, or guardian, [is treated as if] … the former spouse failed to survive the decedent….
Safe with a Trust: A Trust is an agreement with some you “trust” (Trustee) to do what you want them to do for someone else (Beneficiary). If drafted well a Trust can often protect against creditors/lawsuits and bypass Probate. I believe a Trust is a near essential when Estate Planning for minors.
How to sign a contract for a Limited Liability Company in Alabama:
When entering into an agreement for the LLC (your company) you should sign as follows:
(signature) John Doe, President of
Widget Enterprises, LLC
Signing as shown above is intended to limit your personal liability in contracts to the LLC. This only works though, if you make sure the contract states in the initial recital that this agreement is between: Other Person/Company and Your Company, LLC, but NOT YOU PERSONALLY. Once again, make sure the agreement does NOT add your personal name in the contract or the initial recital of the contract.