Business is all about solving problems. Products and services fill needs. They help other people fix problems and in the process make their lives easier and more productive. Yet while a great deal of time and money is spent on promoting our problem solving ability with goods and services businesses sometimes shy away from their problem solving mode when the “problem” involves a business relationship – a disappointed customer, an upset employee, or a frustrated vendor.
In the process of backing off, they could be irrevocably compromising their legal rights. Now wait, before you jump to the conclusion that I’m encouraging people to sue, allow me to explain. There is a middle ground between shutting up and standing up in a courtroom.
You can protect yourself and your business by giving appropriate notice. Notice typically serves two functions. It can give the other side an opportunity to fix the problem before it mushrooms out of control. It can also serve to preserve your legal rights.
Business relationship problems often arise in a contractual context. A promise is broken. An expectation goes unmet and someone is hopping mad. In those situations, the contract will often specify how and when to give notice.
Many agreements call for written notice that can be sent by snail mail, overnight courier, and/or e-mail. Under a legal doctrine called the “mailbox rule” notice is considered “sent” when it’s dropped in the mailbox. The legal rule doesn’t focus on whether the other party actually received your notice. It was simply presumed that they did. As a practical matter, however, you might want to use some form of receipt verification – a return receipt request, or signature.
If instead of sending a written notice as required by a contract you merely call, or meet in person to complain, the legal notice requirement hasn’t been met. Similarly, you may miss your window of opportunity if the notice hasn’t been given in a timely fashion. While complaining over the phone or meeting in person is a good place to start in putting a derailed relationship back on track, don’t loose sight of the contractual legal requirement. Timely notice helps preserve your rights and leaves open and defers the option of ramping up enforcement to a later date.
When negotiating a contract, notice provisions are often found toward the end of a contract and sometimes buried under “miscellaneous.” It helps to look at them to evaluate whether the timeframe for giving notice is unreasonably short, whether the notice must be in writing, and whether verification of receipt is required. If no verification is required it’s possible that a notice is sent, but that you didn’t actually receive it.
I don’t know about you, but I hate surprises.