Implied-in-fact contract definition: What it means and why it matters
An implied-in-fact contract is a contract that is generally understood by the parties involved, even though it is not explicitly verbalized or written down. These types of contracts are created through the actions, behaviors, and circumstances of the parties involved, rather than through a formal agreement.
Basically, an implied-in-fact contract exists when two or more parties engage in a business or personal relationship, and they conduct themselves in a way that suggests that they have agreed to certain terms and conditions, even if those terms and conditions are not explicitly stated.
Some common examples of implied-in-fact contracts include hiring a contractor to complete a project, engaging a consultant or freelancer to provide services, or even simply ordering a meal at a restaurant. In each of these situations, the parties involved are implicitly agreeing to certain expectations and responsibilities, such as the quality of work to be delivered or the price to be paid.
Why an implied-in-fact contract matters
The existence of an implied-in-fact contract can have significant legal implications in the event that a dispute arises between the parties involved. Because these contracts are not formally documented, it can be difficult to prove exactly what was agreed upon and what each party’s responsibilities were.
However, courts have recognized the existence of these types of contracts and have established guidelines for determining when they exist and what their terms may be. For example, courts may look at the behavior of the parties, the industry standards for similar transactions, and the intentions of the parties involved to determine the terms and conditions of an implied-in-fact contract.
Additionally, many businesses and individuals rely on implied-in-fact contracts in their daily operations, so understanding the concept and the potential legal implications is important for protecting their interests and avoiding disputes.
In the end, while implied-in-fact contracts may not be as formal or explicit as written or verbal agreements, they can still carry significant legal weight. Understanding how they are created and enforced can help businesses and individuals navigate their relationships and protect their interests.