Contract Drafting & Review
Most business disputes that end up in litigation started as contract problems. Vague language about payment terms. A missing provision about what happens when a party defaults. An indemnification clause that seemed reasonable at signing but shifts all the risk to one side when something goes wrong. By the time a contract problem becomes a lawsuit, the cost of fixing it is many times what it would have cost to get the contract right in the first place.
At Tollison & Webb P.A., we draft and review business contracts throughout North Mississippi with a straightforward goal: to make sure your agreements say what you intend, protect your interests, and hold up when they are tested. Whether you are starting a new business relationship, hiring your first employee, or reviewing a contract presented to you by another party, we bring legal precision to the process so you are not left exposed.
Contract Services We Provide
Contract Drafting
A well-drafted contract does more than record an agreement. It anticipates what happens when things go wrong, allocates risk clearly between the parties, and provides a roadmap for resolving disputes without litigation. We draft contracts from scratch for clients who need agreements tailored to their specific business relationships and circumstances, including businesses that have been operating on handshake deals or generic templates and need something that actually protects them.
Contract Review
When another party presents you with a contract, it was almost certainly drafted by their attorney to protect their interests, not yours. Standard form contracts, vendor agreements, and employment contracts presented as non-negotiable often contain provisions that are worth pushing back on. We review contracts presented to our clients, identify problematic language, explain the practical implications of what you are agreeing to, and advise on which terms are worth negotiating and which are standard in the industry.
Contract Negotiation
Contract review without the ability to negotiate is only half the service. We negotiate contract terms on behalf of our clients, working to reach agreements that reflect the actual balance of interests in a business relationship rather than whatever the other party’s form contract assumes. Most contracts are more negotiable than they appear, and having an attorney in the negotiation changes the dynamic in ways that protect you.
Contract Disputes
When a contract is breached or a dispute arises over what an agreement means, we help clients understand their options and pursue the path that best serves their interests. That may mean formal demand letters, negotiated resolution, mediation, or litigation depending on the circumstances. See our Commercial Litigation page for more on how we handle business disputes in court.
Types of Contracts We Handle
Vendor and Supplier Agreements
Vendor agreements govern some of the most important ongoing relationships in a business. Payment terms, delivery obligations, quality standards, liability for defective goods or services, and termination rights all need to be clearly defined. We draft and review vendor and supplier agreements for businesses of all sizes, paying particular attention to the provisions that become disputed most often.
Service Contracts
Service contracts define the scope of work, compensation, timelines, and liability between a business and its clients or contractors. Whether you are a service provider who needs a standard engagement agreement or a business retaining outside services, a well-drafted service contract protects both sides and reduces the likelihood of misunderstandings that become disputes.
Employment Agreements and Offer Letters
Employment contracts and offer letters set the terms of the employment relationship from the outset. We draft and review employment agreements covering compensation, benefits, job duties, at-will employment provisions, confidentiality obligations, and termination procedures. For key employees and executive hires, a formal employment agreement is often worth the investment on both sides.
Non-Compete and Non-Solicitation Agreements
Non-compete and non-solicitation agreements are only enforceable in Mississippi if they are reasonable in scope, duration, and geographic reach. We draft these agreements to be enforceable under Mississippi law and review agreements presented to employees or business owners to assess whether the restrictions are reasonable and what the practical implications of signing would be.
Non-Disclosure Agreements
NDAs protect confidential business information, trade secrets, and proprietary processes when sharing them with employees, contractors, potential partners, or investors. We draft mutual and one-way NDAs tailored to the specific information being protected and the nature of the relationship, and review NDAs presented to our clients before they sign.
Partnership and Operating Agreements
The agreement between business owners is one of the most important contracts a business will ever have, and one of the most commonly neglected. Operating agreements for LLCs and partnership agreements for general and limited partnerships govern how decisions are made, how profits and losses are allocated, what happens when an owner wants to exit, and how disputes between owners are resolved. A generic template is rarely adequate for the specific dynamics of a real business relationship. We draft these agreements to reflect how your business actually works and to protect all parties when the relationship is tested.
Commercial Lease Review
Commercial leases are complex documents that significantly affect a business’s financial obligations and operational flexibility for years. Rent escalation clauses, personal guarantee requirements, permitted use restrictions, assignment and subletting rights, and tenant improvement allowances are all negotiable in ways that can materially affect your bottom line. We review commercial leases for business tenants and advise on the terms worth negotiating before you sign.
Frequently Asked Questions
Do I really need an attorney to review a standard contract?
The word “standard” in a contract context almost always means standard for the party who drafted it, not standard in the sense of fair or balanced. Contracts presented as standard forms are drafted by attorneys to protect the drafting party’s interests. Having your own attorney review a contract before you sign is the only way to understand what you are actually agreeing to and whether the terms are worth pushing back on.
Are non-compete agreements enforceable in Mississippi?
Yes, but only if they meet specific requirements under Mississippi law. A non-compete must be reasonable in its geographic scope, duration, and the activities it restricts. Courts in Mississippi will not enforce agreements that are broader than necessary to protect a legitimate business interest. We review non-compete agreements to assess their enforceability and advise both employers drafting them and employees asked to sign them.
What happens if a contract doesn’t cover a situation that comes up?
Gaps in contracts are filled by Mississippi contract law, which may or may not produce the outcome either party expected. This is one of the most common ways contract disputes arise. A well-drafted contract anticipates the situations most likely to cause problems and addresses them explicitly, rather than leaving them to be resolved by default legal rules or litigation after the fact.
How long does it take to draft or review a contract?
It depends on the complexity of the agreement and the nature of the engagement. A straightforward NDA or vendor agreement review can often be turned around quickly. A partnership agreement or complex commercial contract may require more time and back-and-forth between the parties. We are transparent about timelines and responsive to clients who are working against a deadline.
Can you help if I am already in a contract dispute?
Yes. We advise clients on their rights and options when a contract has been breached or a dispute has arisen over the meaning or performance of an agreement. Depending on the circumstances, resolution may be possible through negotiation or mediation without litigation. When litigation is necessary, we handle commercial contract disputes in state and federal court throughout North Mississippi.
Contact a Contract Attorney in North Mississippi
If your business needs a contract drafted, reviewed, or negotiated, or if you are dealing with a contract dispute, contact Tollison & Webb P.A. We represent businesses throughout North Mississippi from our office in Oxford.
Call (662) 234-7070 or contact us online to schedule a consultation.