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Letter of termination of contract

Discussion in 'Consumer Law, Contracts, Warranties' started by Lesha619, Feb 12, 2021.

  1. Lesha619

    Lesha619 Law Topic Starter New Member

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    Yes. This is EXACTLY why I only asked for advice as far as the LETTER. But everyone is asking for my contract information even after I said a lawyer suggested I just write a letter for termination. I never asked you to represent me. Just need advice on the letter I wrote!!!!
     
  2. Lesha619

    Lesha619 Law Topic Starter New Member

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    Sorry, the contract actually expires the day it began. Which was April 1, 2020. The contract was signed in March.
     
  3. Zigner

    Zigner Well-Known Member

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    It seems that you are upset at the wrong people. We are simply trying to help. Unfortunately, we are unable to offer the help that you are looking for. Perhaps you can contact the attorney that drafted the contract....
     
  4. army judge

    army judge Super Moderator

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    If one hasn't been asked to perform a few duties pursuant under the alleged one year contract over a five month period, for which one has been compensated fully, I don't see anything that would precipitate terminating the contract.

    I suppose one party might believe the contract demands a certain level of exclusivity.
    However, the other party isn't paying for exclusivity, just on demand limited performance.

    I've learned over many decades of practicing law that there is often much ado over nothing.
     
  5. army judge

    army judge Super Moderator

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    If the contract expired, before you performed, one might think any issues to be moot.
     
  6. Zigner

    Zigner Well-Known Member

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    There is an interesting clause posted by the OP - specifically:

    "Notwithstanding the foregoing, ..." [related to non-renewal notification] "... either party shall have the absolute right to terminate this agreement at any time, in the event that the other party’s conduct is injurious to such party seeking termination or its reputation, in the party seeking termination’s sole discretion."

    To this layman, that appears to be an "escape clause" that is easily utilized, since it gives the party seeking to terminate the contract the sole discretion as to what conduct is "injurious". I think the OP actually is in a good place on the termination, but the OP REALLY needs to have an actual attorney who works for her give her an opinion.

    As to the contract ending one day after it begins - that's a pretty obvious scriveners error. If the contract is supposed to begin on 4/1/20 and last one year, then it's not going to end on 4/1/20 as well.
     
  7. Lesha619

    Lesha619 Law Topic Starter New Member

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    Upset at you? Absolutely not. However, your past messages felt harshly critical with the use of uppercased words. When I replied with the same tone, I am now angry... Thanks for your help though.
     
  8. zddoodah

    zddoodah Well-Known Member

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    Please don't respond within a quote box. I almost missed that you had quoted contract terms.

    8(a) seems to be all you need: absolute right to terminate if, in your sole discretion, certain things have happened. Since you didn't answer the other questions I asked in my prior response (post #6 in the thread), that's all I can tell you at this point.
     
  9. Lesha619

    Lesha619 Law Topic Starter New Member

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  10. Zigner

    Zigner Well-Known Member

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    You misunderstood the emphasis. We do not represent you. In other words, we (the advisers on this forum) are not your attorney and do not represent you. While I (and others) seem confident in your position, the wisest course of action is to have your contract reviewed in its entirety by an attorney that represents you.
     
    justblue likes this.
  11. Lesha619

    Lesha619 Law Topic Starter New Member

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    Given that you're looking to terminate the contract, why would you say this?[/QUOTE]

    Sorry, not good at forum posting. Lol.

    Here is what the contract says about this:


    The parties hereby agree as follows:
    1. Definitions. These definitions apply to this agreement: (A) “Advertising Materials”
    means all forms of advertising, including, by way of example and not limitation, all: (i) website,
    internet and social media content and advertising; (ii) product packaging; and (iii) point-of-
    purchase and merchandise displays; (B) “Endorsed Products” means all XXX products XXX
    currently or in the future sells in the Territory; (C) “Endorsement” means the right to use the name,
    signature, voice, video portrayal, photograph, image of XXX on, or in connection with, the
    Endorsed Products and Advertising Materials; and (D) “Territory” means the entire world.
    2. Endorsement. During the Term, as hereinafter defined, XXX grants to XXX the
    exclusive right and license, within the Territory, to utilize her Endorsement to tastefully promote
    and sell the Endorsed Products. Notwithstanding the forgoing, nothing contained in this agreement
    prevents XXX from using, permitting or licensing others to use, her Endorsement in connection
    with the tasteful advertisement, promotion or sale of any products or services.
    3. Covenants of XXX. XXX shall: (A) use the Endorsed Products exclusively;
    (B) promote XXX and the Endorsed Products to the media and to the public in a positive light;
    and (C) comply with her obligations detailed on Schedule A.
     
  12. Lesha619

    Lesha619 Law Topic Starter New Member

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    As I said in prior messages, I had a lawyer look over the contract. His final suggestions were for me to write a letter of intent (termination). He said I can get information online and write it myself to save on his legal cost. I wrote the letter and came on here for advice on that. I did not ask for any body to represent me. I only suggested you to look over my contract after reading your response. I was not looking to take advantage or squander anyone here (not stating you accused me of that.) I am just making sure the letter seems OK given I have no legal background and am just looking for as much help as I could get. I seen someone post about my last thread. I seen someone claim it is a alleged contract. I heard you repeatedly say to get my lawyer to look over it after I said I in fact did. I don't see anything I did wrong here. Maybe I am not the one who misunderstood anything. I do sincerely apologize if I said anything to offend you.
     
  13. Lesha619

    Lesha619 Law Topic Starter New Member

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    Sorry, not good at forum posting. Lol.

    Here is what the contract says about this:


    The parties hereby agree as follows:
    1. Definitions. These definitions apply to this agreement: (A) “Advertising Materials”
    means all forms of advertising, including, by way of example and not limitation, all: (i) website,
    internet and social media content and advertising; (ii) product packaging; and (iii) point-of-
    purchase and merchandise displays; (B) “Endorsed Products” means all XXX products XXX
    currently or in the future sells in the Territory; (C) “Endorsement” means the right to use the name,
    signature, voice, video portrayal, photograph, image of XXX on, or in connection with, the
    Endorsed Products and Advertising Materials; and (D) “Territory” means the entire world.
    2. Endorsement. During the Term, as hereinafter defined, XXX grants to XXX the
    exclusive right and license, within the Territory, to utilize her Endorsement to tastefully promote
    and sell the Endorsed Products. Notwithstanding the forgoing, nothing contained in this agreement
    prevents XXX from using, permitting or licensing others to use, her Endorsement in connection
    with the tasteful advertisement, promotion or sale of any products or services.
    3. Covenants of XXX. XXX shall: (A) use the Endorsed Products exclusively;
    (B) promote XXX and the Endorsed Products to the media and to the public in a positive light;
    and (C) comply with her obligations detailed on Schedule A.
    Sorry, not good at forum posting. Lol.

    Here is what the contract says about this:


    The parties hereby agree as follows:
    1. Definitions. These definitions apply to this agreement: (A) “Advertising Materials”
    means all forms of advertising, including, by way of example and not limitation, all: (i) website,
    internet and social media content and advertising; (ii) product packaging; and (iii) point-of-
    purchase and merchandise displays; (B) “Endorsed Products” means all XXX products XXX
    currently or in the future sells in the Territory; (C) “Endorsement” means the right to use the name,
    signature, voice, video portrayal, photograph, image of XXX on, or in connection with, the
    Endorsed Products and Advertising Materials; and (D) “Territory” means the entire world.
    2. Endorsement. During the Term, as hereinafter defined, XXX grants to XXX the
    exclusive right and license, within the Territory, to utilize her Endorsement to tastefully promote
    and sell the Endorsed Products. Notwithstanding the forgoing, nothing contained in this agreement
    prevents XXX from using, permitting or licensing others to use, her Endorsement in connection
    with the tasteful advertisement, promotion or sale of any products or services.
    3. Covenants of XXX. XXX shall: (A) use the Endorsed Products exclusively;
    (B) promote XXX and the Endorsed Products to the media and to the public in a positive light;
    and (C) comply with her obligations detailed on Schedule A.
     
  14. welkin

    welkin Active Member

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    You are traveling down the wrong road. There is absolutely no reason to terminate the contract. In fact, you are still employed as an independent contractor that is on furlough from the company since they have not given you work in several months.

    That makes you eligible under the CARES Act to receive unemployment compensation. It can be substantial depending on your rate of compensation.

    The company said that the lack of work was due to COVID-19. That is all you need. If you voluntarily terminate the contract, then you cannot collect.

    Go to Unemployment Insurance Under CARES Act | Arizona Department of Economic Security and follow the links to apply for benefits as an IC under the CARES Act. They are retroactive to when you were furloughed.
     
    Last edited: Feb 13, 2021
    army judge likes this.
  15. Michael Wechsler

    Michael Wechsler Administrator Staff Member

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    @welkin that's another very good point - although technically the contract has an autorenewal provision. Truth be told, I'm going to revise my thoughts to the most succinct to be clearer after having coffee.

    1. Withought seeing the entire agreement, the ability to provide a meaningful answer is extremely limited and this is all broad speculation with limited use.

    2. An attorney provided advice on the agreement already. All that remains is a question of how to draft a termination letter. The attorney shouldn't charge much to draft a termination letter and if there is that much at stake, don't be pennywise, pound foolish.

    3. A final thought. If the contract terminates shortly, I saw a provision which allows you to provide 30 days notice prior to the year end autorenewal. This may also be an option. Best to ask your attorney. Good luck.
     
  16. welkin

    welkin Active Member

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    To what advantage is there for OP to terminate the contract? There are no stipulated damages.

    It cost OP nothing to apply for UI under the CARES Act. It cost OP attorney fees to terminate the contract and get nothing back.

    I don't see your point.

    If OP has not gotten a termination letter OP is still employed as an IC with this company.
     
    Last edited: Feb 13, 2021
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  17. Michael Wechsler

    Michael Wechsler Administrator Staff Member

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    From browsing the OP's messages, the OP believes the OP is being prevented from taking alternative work opportunities. Terminate today, have 2-3 opportunities next week. Feel there is too much we don't know.
     
  18. welkin

    welkin Active Member

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    Or collect 60-70% of your compensation under the CARES Act until the company terminates the contract.

    Either way, OP is entitled to UI under the CARES Act.
     
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  19. Michael Wechsler

    Michael Wechsler Administrator Staff Member

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    The contract may lock the OP into exclusivity but doesn't provide much in the way of compensation. So 60-70% of very little is even less, and in a much worse position if there are better opportunities. Not enough data here for me.
     
  20. welkin

    welkin Active Member

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    The contract has nothing to do with the CARES Act.
     

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