Contracts
A contract is only worth what it does on your worst day
Anyone can produce a document both sides will sign. The question is what happens when a vendor misses a deadline, an employee leaves with your client list, or a partner stops performing. That is the day your contract either works or it does not.
Contracts
Agreements written for how disputes actually unfold
Most business owners send me a contract after something has already gone wrong. The agreement was a template from the internet, or the other side's paper signed without a redline, and now the clause that decides the outcome is the one nobody read.
I draft, review, and negotiate commercial agreements for San Diego County businesses, bringing more than thirty years of legal practice and a career as a corporate executive to the work. That combination shapes how I write. I am not only asking whether a clause is enforceable. I am asking whether it is workable for a business that has to operate under it every day.
Contracts that are too aggressive get renegotiated or ignored. Contracts that are too loose invite the dispute. The useful ones sit between those, and finding that line is judgment built from decades of watching agreements get tested.
Scope of Work
Agreements I draft, review, and negotiate
- Master service and vendor agreements
- Manufacturing and supply agreements
- Distribution and reseller agreements
- Licensing and intellectual property agreements
- Joint marketing and co branding agreements
- Employment and executive compensation agreements
- Independent contractor and consulting agreements
- Confidentiality and non disclosure agreements
- Commercial leases and lease amendments
- Purchase, sale, and asset transfer agreements
- Shareholder, operating, and partnership agreements
- Settlement and release agreements
What I Watch For
The clauses that decide the outcome
When a business agreement fails, the fight is almost never about the main deal terms. It is about these.
- Termination rights, notice periods, and what survives termination
- Limitation of liability and consequential damage waivers
- Indemnity language and who defends whom
- Payment terms, late fees, and suspension rights
- Scope creep, change orders, and acceptance criteria
- Intellectual property ownership in work product
- Confidentiality that actually survives the relationship
- Dispute resolution, venue, attorney fees, and choice of law
- Assignment and change of control provisions
- Force majeure written for real supply chain disruption
How It Works
From first call to finished file
No mystery about what happens next or what it costs. Here is the sequence.
Send me the agreement
Free initial consultation. Send what you have, or tell me what you need drafted, and I will tell you the realistic scope and cost.
Risk read
I mark every provision that shifts risk to you, explain it in plain language, and rank the issues by what would actually hurt if it went wrong.
Redline and negotiate
I prepare the markup and, where it helps, deal directly with the other side's counsel so the business relationship stays intact while the terms improve.
Templates you can reuse
For recurring agreements, I build you a clean set of forms so your team can paper routine work without calling a lawyer every time.
How much does it cost to have a contract reviewed?
Are non compete agreements enforceable in California?
Can I just use a contract template I found online?
The other side sent their standard agreement and says it is non negotiable. Is it?
Do you write agreements I can reuse without calling you each time?
Free Consultation
Send the agreement. Get a straight answer.
You do not need to commit to anything to find out whether a contract in front of you is fair. The first consultation is free and often ends with a short list of the three things worth pushing back on.
- Free first consultation on any agreement
- Plain language explanation, not a memo full of citations
- Scope and cost quoted before work begins
- Direct negotiation with the other side when it helps
2366 Front Street, San Diego, CA 92101-1414
Monday to Friday, 9:00 am to 5:00 pm
Have your agreement read before you sign it
Tell me what you need drafted, reviewed, or renegotiated. You will get a clear scope and a straight answer on cost.
Your details go straight to Donald Schiffer. Most inquiries receive a reply the same business day. Prefer to talk now? Call (619) 699-4860.
Related Services
Other ways this office can help
Most matters touch more than one area. One attorney handling all of them keeps things from falling between the cracks.
Business Formation
Choose the right entity the first time. LLC, S corporation, partnership, or nonprofit, structured to protect what you own and keep your tax bill sane.
Explore This Service
Business Transactions
Buying, selling, or merging a San Diego company. Diligence, deal structure, and closing documents handled by the attorney you actually hired.
Explore This ServiceSan Diego County
Local counsel, on the ground where you do business
My office sits at 2366 Front Street in downtown San Diego, minutes from the county recorder, the courts, and most of the lenders and title companies my clients use. That proximity is not a marketing line. It means documents get signed, recorded, and closed without a week of shipping delays.
Communities Served
Each community has its own page covering the local commercial corridors and the issues that come up there most often.