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Jenny, Solicitor
Category: Law
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Experience:  Qualified Solicitor specialising in Employment Law and general legal matters. Please start your question For Jenny Only
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I have a dispute with another company about a contract that

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I have a dispute with another company about a contract that was signed by my son who is not an employee or director of my company, he was not authorised by me to sign on behalf of my company but the other company want to hold me to the terms of the contract, is this lawful?
We have not started trading and have not used their services at all to date
taratill :

Hello my name is ***** ***** I am happy to help you today. Did he hold himself out to be a director or to have authority to sign, at the time that the contract was formed did your company exist?

Customer: He said he was the co founder of the website. The company has existed for the last couple of years and was called myvmatch ltd but in August 2014 the name was changed to better reflect what it will do when started to Zorce Ltd.
taratill :

Ok can you tell me a bit more about the nature of the contract that he entered into ?

Customer: It's with Monster who offer 180 job adverts over a year and for that charge a monthly fee of Min £300 per month plus total £3600 min plus vat. We want Monster to start contract when our site is ready they have offered to start on 31December but I don't know if glitches in website will be sorted by then so have said I will sign new contract as long as start date is when I say it can commence.
taratill :

So is what they are attempting to do is to get you to start the contract earlier than you want/

Customer: Yes, I have said we will definitely use them but do not want contract to start until I know website glitches are sorted out and can launch the company which now looks as though it will be Jan at earliest and therefore will not need their services until say Feb still earliest.
taratill :

what date does the agreement that your son signed say it will start?

Customer: 30th September 2014 and must be paid by 30th October 2014. I mailed them on 20th October to say business had not started and we would need them to cancel start due to problems with website. Have had a number of exchange of emails since pointing out son not director and not authorised to sign contract. Have not yet told them son not even employee of company.
taratill :

OK your starting point should be that your son is not a director or employee of the company so did not have authority to enter into a binding agreement on behalf of the company therefore the original contract is void. (you should note that there is a possibility that a court would find the contract binding on your company if they can argue reasonably that there was apparent authority). You should say that you want to enter into a new agreement starting at the right time for the company and say that if they are going to press the point with the original contract you will take your business elsewhere and you will treat the contract as void.

taratill :

Hopefully they will then see the commercial sense in agreeing the new start date.

taratill :

Please let me know if there is anything further you would like to know about this?

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