01/19/2026
CONTRACTS BASICS FOR TEXAS BUSINESSES-A CHECKLIST
By Alyssa Y. Krahmer, Esq.
© Krahmer Law Firm, PLLC 2026
*Note, this article is a general article written for informational purposes directed towards businesses in Texas. This is not legal advice, and readers are encouraged to seek the advice of competent legal counsel for guidance.
Over the past thirty years, I have reviewed, negotiated, edited and drafted numerous types of business contracts, such as vendor agreements, leases, license agreements, master services agreements, promissory notes, consulting agreements, indemnification agreements, settlement agreements and many others. There are some basic take-aways that are worth mentioning based on my observations. Sometimes, these basics are so simple that they are overlooked in our fast-paced world of business. If the below basics are followed as a general rule, a great deal of time, money and aggravation can be avoided on down the road.
Take-away #1: Make sure that the contracting names are correct.
This means that the proper legal corporate names, not the “doing business as” or assumed names, need to be used as the contracting parties’ names in the contract. If one side is a large company with multiple subsidiaries, make sure that all of the proper contracting names appear on the contract, as applicable. This requires legal judgment in many cases, and from the side of the large company, inquiry should be made of the legal department, the accounting department, and the contracting department administering the deal to ensure that the proper companies are made parties to the agreement. For example, if the contract is a lease, and the lessee company has a subsidiary that holds all of the leased space for the corporate conglomerate, the named lessee likely should be the subsidiary where the leased property has been placed on the books; however, the lessee should coordinate with its accounting department first, to ensure that this is, indeed, correct.
Take-away #2: Include the form of entity for each party in the contract, the state of formation, and the applicable EIN.
It is always helpful to obtain an official record from the Texas State Comptroller or from the Texas Secretary of State to pin down the exact corporate name and form of entity of record. Note, however, that there are no official public records for sole proprietorships or general partnerships. For major deals with partnerships worth over a material dollar amount, it would be wise to request a partnership agreement from the partnership before commencing business to verify the exact names of the partners and the details of the partnership.
Take-away #3: Remember to include a line about consideration.
The contract should include something to the effect that, “in exchange for good and valuable consideration duly acknowledged and received, the parties agree as follows…” Consideration is what binds the agreement between the parties, and without it, the contract has no effect. It is a common oversight to miss the recital about consideration, and it is much easier simply to remember to include a quick line mentioning it than to have to argue about it later. This line normally appears on the first page of a contract after the names of the parties.
Take-away #4: Include a Notices clause in the contract.
Don’t forget to include a Notices clause in the contract that contains the addresses and contact information of the parties, the designated contact person/s, their titles, an agreed manner of notice (i.e., e-mail, U.S. Certified Mail Return Receipt Requested, or other form, and when notice is deemed to have been received under the contract. It would also include a statement that the notice information can be changed from time to time by delivery of a change in such information by a notice to the other party via an agreed mode of contact. Parties can also agree that in the event a party changes its address and fails to notify the other part[y/ies] of the new address, delivery of notices to that party at that new address is deemed compliant with the notice obligations under the Notice clause.
Take-away #5: Make sure that the parties sign and date the contracts.
A signature on a written document is interpreted as an outward manifestation of the parties’ intent to agree to the terms contained in the document. Therefore, the signature is of the utmost importance. This article will not delve into matters of authority, but rather, will focus on the administrative aspects of gathering a signature. At the signature line, there should be lines for each Contracting Party’s Name, Signature, the Representative’s Name, Title and Date. So many times, a date will be missing, and this sometimes causes an administrative hassle. It also helps to have either a line for the hand-written name or the typed name of each person signing so that it is clear who actually executed the contract. These details should be checked for thoroughness before the originals are distributed to each party and in the few moments that the signer is still available following signing to make any needed corrections. The same comments apply to a Notarial signature block, and time should be taken to check for completeness of such signature blocks where applicable.
Take-away #6: Make certain that all of the completed addenda and exhibits that are incorporated by reference into the contract are attached upon the ex*****on of the contract.
There have been a few instances where the parties have been unclear about which version of a particular business plan was actually agreed to because, in their haste to conclude a matter, they failed to attach the finalized version of an exhibit and just left a blank under a page labeled, “Exhibit X.” This can happen so easily in a more detailed contract where parties are rushing.
If business people are aware of the aforementioned basics, it could potentially save a great deal of time and money.
Take-away #7: Determine from the beginning if there are any formalities to sealing the deal.
If there are certain formalities that must be followed because of the jurisdiction specified in the contract, investigate those from the start to save time, such as requiring that the contract be translated, or that there be some special corporate seal (for example, in China, a “chop” or “seal” is needed to be included as part of the signature block to formalize the signature of the corporate official executing the contract). Much of the formality will depend upon the nature and purpose of the contract.
Legal Disclaimer: This is a general article about contracts. Each contract is different and should be reviewed by an attorney to minimize risk and to ensure that the parties’ intentions are expressed in a clear and proper manner based on parties’ needs, the transaction, and the jurisdiction. The above is not legal advice, nor is it a complete list of terms that should be contained within a contract, and the reader is encouraged to seek the advice of competent counsel for their contracts needs.
For more information on the topics discussed in this article, please contact Alyssa Y. Krahmer, Managing Member, Krahmer Law Firm, PLLC.
Alyssa Y. Krahmer, Managing Member, Krahmer Law Firm, PLLC
[email protected] Telephone: 972-757-4789 www.krahmerlawfirm.com
