Legal Question in Business Law in California

Re: Contract

Not necessarily if a person holds a power-of-attorney for the original signatory. In addition, if one of the parties dies, then there's a question as to whether the contract survives. There are too many ifs to give a blanket "yes" or "no" answer.

Re: Contract

There are too many variables to give you an answer to cover every situation. It depends on a number of things that might the facts of the situation, the type contract involved and who wants to change the contract.

Corporations sign contracts through their officers. You don't necessarily need to have the same officer sign a modification to the contract. Businesses might have authorized employees or agents to sign contracts. There are many possibilities.

Re: Contract

Mr. Cohen is correct. In many instances it is also possible for one of the original parties to assign his or her rights and obligations to a third party, who would then have the same power his predecessor had to modify the agreement. There are also situations in which two parties make a contract for the benefir of a third party who, though not a signatory, may still have a say in whether or how the contract is changed.

Re: Contract

Or through their agents.

Re: Contract

Every one of the preceding answers is correct, and together they give you an almost complete listing:

1. agents;

2. assignees, perhaps including heirs;

3. attorneys in fact;

4. corporate officers; and

5. intended third-party beneficiaries (whose power is less one to change the contract per se than it is a power to prevent deprivation of the intended benefits by adverse changes or early rescission of the contract).

I would add that courts can "change" contracts within limits by deleting provisions that are illegal or contrary to public policy, by inferring terms such as a "covenant of good faith and fair dealing," or by supplying missing terms in a commercial contract such as a sale of goods where, for example, the parties have failed to specify a delivery date.