You Are Fresh Out Of Graduate School And You Take A Manageme

You Are Fresh Out Of Graduate School And You Take A Management Job Wi

You are fresh out of graduate school, and you take a management job with Cowtown Casino Management (CCM). CCM constructs, manages, and sells rural casinos across the United States. CCM has contracted with Big Builder (BB) to construct a casino. The contract was agreed upon verbally over the phone, with an understanding to formalize it in writing later. Subsequently, BB emails what it claims to be the written contract for the casino project. Upon reviewing the document, concerns arise regarding certain provisions. Notably, the contract states that if gambling becomes illegal, BB's contractual duties are considered fulfilled, yet BB would still be entitled to at least half of the contract price. Additionally, the document specifies that if BB is late in completing the casino, BB owes CCM 25% of the projected lost profits for each day of delay. These contractual terms differ from previous agreements between CCM and BB, and you do not recall consenting to these modifications.

As a recent graduate and new manager, your immediate step is to consult CCM’s attorney to evaluate the legality, enforceability, and implications of these contractual provisions. The issues to discuss include the legitimacy and enforceability of the clause concerning gambling becoming illegal, the penalty clause related to delays, and the adequacy of the contract terms compared to prior agreements. You should also assess whether the email constitutes a binding agreement or if a formal written contract is required. Determining if there is an issue of contract modification without mutual consent, as well as analyzing the risk of unenforceable terms, is essential.

Concerning your perceived strengths, your fresh academic background provides you with current legal knowledge and awareness of contractual principles such as offer, acceptance, consideration, and modification requirements. Your recognition that these terms differ from prior agreements puts you in a good position to question their validity and enforceability. Your urgency in consulting legal counsel underscores a cautious approach, which is prudent in contractual disputes.

However, your weaknesses include limited practical experience with enforceability issues and contractual disputes involving complex clauses. As a novice, you may lack comprehensive understanding of legal precedents governing clauses related to illegal activities or penalty provisions. Additionally, the lack of a written contract prior to the email communication introduces uncertainty regarding whether a valid enforceable agreement exists.

Ethical issues in this scenario involve your obligation to act honestly and transparently with CCM regarding concerns about the contractual terms. You have a duty to ensure that CCM does not unwittingly agree to unfair or unenforceable provisions and that the company’s best interests are protected. Ethical considerations also include maintaining professional integrity by thoroughly evaluating the legal implications and advising CCM appropriately, even if that means challenging seemingly advantageous clauses proposed by BB.

In summary, the core issues to discuss with CCM’s attorney are: the enforceability of the clause regarding gambling illegality, the validity of penalty provisions for delays, the appropriateness of contract modifications without explicit consent, and the impact of these terms on CCM’s contractual rights and obligations. Addressing these issues ethically involves ensuring CCM’s management makes informed decisions grounded in legal counsel, maintaining transparency, and upholding integrity in contractual negotiations. Engaging in thorough legal analysis and transparent communication will help CCM mitigate risks associated with potentially unfair or unenforceable contract provisions.